Internal Darkness
by guidemap
Summary: This is the story of one mysterious stallion, Magicon. He is Celestia's and Luna's most trusted advisor and counselor. But beneath the regal splendor and nobility, Magicon has a dark past and colthood that few know. When a threat is made against the princesses by an ancient foe, dark secrets will be revealed and true identities will emerge in a changed Equestria. Comments welcome
1. Prologue

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. This literature is fair use of a Copyrighted Work protected under Section 107 of the Copyright Act of 1976.**

_Dear Princesses Celestia and Luna,_

_Thou hast thought that thou hast seen and heard the last of me from generations past, but I pray tell thou that I have not been destroyed as thou hast so pretended to thee and Pony-kind. I am very much alive, powerful, and ready to strike thou at any-time. The moment thou hast feared for so long is nearly before thee and thou arest lucky enough to make a decision in thy matter._

_This is my final warning to thee. Flee Equestria forever or suffer thy greatest consequence. Should thou flee, Pony-kind shall not be harmed and shall be ruled with the responsibility and fairness of a wise ruler. Should thee remain, the greatest consequence of which thouest does know will befall to thee and Pony-kind. Thou hast until the final resting of the sun and moon on the final day of winter to decide._

_Your Faithful Enemy,_

_R.B._

Princesses Celestia and Luna stared at the letter with expressions of fear and confusion. This was no ordinary piece of mail. Its words were dark; it's author even darker. They both felt a sense of dark magic that permeated from the letter. Even before it had been opened, Celestia knew that this was no ordinary matter for the letter had been sealed with red wax and monogrammed with the letters R and B to signify the acronym of the author they had not heard from in more than a thousand years.

Princess Celestia was more inquisitive and confused than fearful, and ran through her memories to find the identity of this mysterious author and his plans for her and her sister. 'I know it's in here somewhere,' Celestia thought as she ran through her memory banks putting her hoof to her forehead, 'I just don't know where'.

Princess Luna stared at the letter with a similar expression, and began examining it. It had been written on aged parchment using a quill and fine ink. The cursive was flawless; each letter had been delicately placed and perfected and every sentence flowed into the next. The language of the text was written in the "Royal-We", something Luna was very familiar with. Clearly the mysterious author wanted to make sure his message was crystal clear. Had it not been for the dark message within its inked text, Luna would regard this letter as one of the best examples of Old Equestrian calligraphy.

"Sister," Luna calmly stated, "this letter frightens me."

"It frightens me too Luna," Celestia responded.

"What does it mean?"

"I can't say."

"Surely, you must know what it means. You've been ruling Equestria much longer than I have and have faced a long line of threats."

"Yes, but there was only one time where I actually…." Celestia's voice trailed off as she suddenly knew the identity of this mysterious offer. "Luna, that's it!" she shouted.

"Wh…Wha…What's it?" Luna stammered, frightened by her sister's outburst.

"I know who this author is and I need your help to find him and stop him." Celestia exclaimed as she rushed off away from the throne room.

"What must I do?" Luna yelled after her sister, galloping to catch up with her. Celestia didn't hear Luna as her mind ran through everything she knew about the mysterious author and the memories surrounding them. She didn't slow down for a second despite her sister struggling to keep up until she reached the doors of the library. Waiting for her sister to catch up and catch her breath, Celestia looked at her sister with fierce and determined eyes.

"To answer the questions that you have, sister, we best spend our time gathering as much knowledge as we can about our 'faithful enemy'. It's time we revisited our past and learned the lessons that it has to teach us." Celestia then pushed opened the doors and Luna quietly followed entering the darkness of the library. Checking the hallway to see if anypony other than the royal guards had seen them, Celestia stated to the royal guards stationed outside the library, "Princess Luna and I do not wish to be disturbed under any circumstances unless it involves a direct threat to National Security." The guards silently nodded and bowed to the Princess, after which she closed the library doors, determined to spend as much time possible learning about her "faithful enemy", Red-Blood.


	2. Chapter 1

**Chapter 1**

Magicon awoke to the light rain tapping against his window. The gray sky cast a sense of gloominess and weariness which suggested that he should stay in bed. He wanted to stay there, the sheets were just so warm and comfortable, but in the back of his mind he knew he couldn't, he had duties to attend to. Grunting as he slowly threw the sheets off and sat up on the bed he stared out the window looking out over the Royal Palace and the Canterlot Gardens. Even in a light rain they still invoked the grace and regal splendor that befits royalty. Sighing, he rose from his bed and walked over to the full-length mirror.

His black mane and tail were disheveled, but nothing a brush couldn't handle, and it perfectly accented his crimson coat. His silver Cutie Mark of an impossible triangle remained as shiny as the day he got it and his deep blue eyes gave a sense of calmness and wisdom that was beyond his 32 year-old body. He rubbed his eyes and forehead feeling a pointed horn stick out. Utilizing its magic, he picked up a brush and smoothed out his mane. Satisfied with himself, Magicon opened the door of his chamber and left to have some breakfast.

As he trotted down the halls of Canterlot Castle, he thought to himself, 'I wonder if Princess Celestia and Luna will be attending breakfast or their royal duties today? It's been two full days since they've locked themselves in that library doing who-knows-what.' Since the princesses had been unable to perform their royal duties other than raising the sun and moon, Magicon was left to run the affairs of Equestria. It was his duty and his title to do so. Under a royal agreement signed by him and the two princesses, they agreed that should the princesses find themselves incapable of ruling, he would be the next ruler of Equestria. It wasn't the first time that he had to run Equestria by himself, but it was annoying when the princesses rejected their royal duties so suddenly and without reason, forcing him to pick up their duties and keep everything organized.

And the princesses couldn't have picked a worse time to refuse their duties; Winter Wrap Up was only three days away and ponies from across Equestria had been coming to Canterlot asking for best wishes and blessings from the princesses in their clean-up efforts. Many were disappointed to only find Magicon in the throne room offering a simple "good luck" and "may Celestia smile down upon you". He hated saying these statements because he knew these ponies wanted to see their princesses, yet were unable to. He felt he was letting them down.

With these melancholy thoughts, Magicon slowly walked into the dining room of the palace only to look up and see Princesses Celestia and Luna seated at the far end of the table. They both looked exhausted; bags under their eyes and manes disheveled, yet they still maintained their regal aurora despite their state of tiredness.

"Your majesties," Magicon politely bowed, "I am glad to see you have emerged from the library. I hope you found what you were searching for." He silently prayed that they would not have to go back there until Winter Wrap Up was finished.

Celestia smiled and stated "Ah Magicon, yes we found our information and you look well given our leave of absence. Come take a seat and join us in a warm breakfast."

Magicon walked over and sat next to the princesses.

"We are very grateful that you have run Equestria without our assistance." Luna said in a thankful tone. "We are further in your debt."

Magicon put a hoof up almost motioning her to stop paying complements. "You do me too much credit Princess Luna. I am only doing the task that I was assigned to."

"Speaking of the task that you were assigned to," Princess Celestia jutted in, "what is the status on Equestrian Affairs?"

"All is well in the kingdom your majesties. The peace and prosperity continue for all your subjects."

"And what of the preparations for Winter Wrap Up?"

"Ponies from across Equestria have come to Canterlot wishing for luck and good fortunes in their Winter Wrap Up's. I've done my best to give them blessings, but I know that they came here for you two and would've very much liked to have your blessings over my own."

Celestia nodded, "I thought so," she calmly stated. "We'll have to pick up where you left off then."

"You mean _you_ will have to pick-up where he left off," Princess Luna teased. "In case you've forgotten Celestia, I should be asleep right now."

Magicon couldn't help but follow Luna's lead, "If you ask me, you both look like you could use many days of sleep."

Luna smiled and chuckled while Celestia gave both of them a disapproving glance that quickly turned into a smile. They all then let out a good laugh; they couldn't be mad at each other. Ever since Celestia had brought Magicon to Canterlot years ago, the three of them had become inseparable. He sometimes felt like he was a third brother to them, though he wasn't sure if the princesses felt the same way.

Deciding to use this light-hearted move to satisfy his curiosity Magicon asked, "If your majesties will permit me, may I ask what compelled you two to lock yourselves in the library for two whole days?"

Celestia's and Luna's laughs and smiles immediately ceased and looked at each other with nervous glances and then at Magicon. Magicon suddenly felt he had crossed a line, 'Dammit!' he thought to himself, 'Why am I asking these questions?'

"My greatest and sincerest of apologies, your majesties. I did not mean to bring up a touchy subject."

Celestia raised her hoof and reassuringly stated, "No need to apologize Magicon, your heart is in the right place for your concern. I would like to tell you right now, but Luna and I agreed that for the moment, the matter should remain between us."

"Do not feel bad Magicon," Luna assured him. "We don't mean to keep secrets but this matter is full of secrets and we just don't want any other pony knowing until we sorted everything out and prepared ourselves….oops!" Luna shoved her hoof in her mouth as Celestia gave her an uneasy glare.

"Prepared? Prepared for what?"

"It is of no concern to you right now, Magicon. You will find out in due time once we've come to fully understand the matter ourselves. Now if you both don't mind, I must be getting to the throne room and helping my subjects." Celestia rose and nodded to both of them, who both stood and bowed to her. As she walked towards the exit she turned around and said, "Once again Magicon, thank you for your service and dedication to Equestria. We are in your debts."

With that Celestia departed, shutting the doors behind her leaving Princess Luna and Magicon in the hall. Sitting back down Magicon stared at his nearly finished breakfast and looked at Luna who was doing the same thing.

"So….you really can't tell me?"

Luna shook her head.

"Are you sure?"

She nodded.

"Are you not sure?"

She shook her head.

"So, you're sure that you're not sure?"

She bit her lip and shook her head.

"So you're telling me you're sure that you're not sure that you can't tell me whatever it is that you should to tell me."

She sat there nervously; her eyes trying to avoid Magicon who was now intensely staring at her. "I…uh….stop confusing me!"

But Magicon wasn't stopped so easily. He knew Luna was tired and he knew she was weaker during the day and at night and he wanted to know what she was hiding. "I'm not confusing you; you are confusing yourself by making this way too difficult. I'm merely asking a question."

"No, you're making this confusing by asking these weird questions."

"My dear Princess Luna, there is no such thing as a weird question. All questions should be answered or else what is the purpose of having them in the first place?"

"I…uh…really couldn't say."

"But you can say what you did in that library for the past two days."

"I can say it, but Celestia said I can't share it with anypony; not even you."

"Do you not trust me?"

"Yes. I trust you completely."

"Then why are you keeping secrets from me? What if something should happen to you two and it involved the thing you and Celestia were looking in the library about? How would I be able to deal with it? How would I know who or what it was and its potential weakness? How would I know where to look? Tell me Luna. Tell me!"

"I…uh…No! I can't tell you!" she stood and slammed her hoof down on the table. "I just can't tell you Magicon. As much as I think it would be for the best, I can't defy my older sister even though it is a threat against us." Realizing what she just said she slapped herself screaming "Dammit!" and spreading her winds, she flew out of the dining hall in a gust of wind leaving behind a baffled Magicon and scattered plates.

He stood up, put his napkin down, and quietly left the hall now with even more questions than answers. 'A threat against the princesses? Who would do such a thing? It's foolish. The princesses can't be defeated. They've been ruling Equestria for over a thousand years and have stopped threats of all kinds by themselves. Celestia alone stopped threats during Luna's banishment. Surely this threat must be a bluff; nopony can be that stupid enough to actually think they can harm the princesses.

'Then again, the last threat against them did work,' he immediately thought of Queen Chrysalis who had been able to defeat Celestia using the love of Shining Armor. 'But that was only one time and she was using somepony for her power. She didn't have that power on her own. I'm sure Celestia has faced larger threats and won.' Magicon became troubled as his mind began scrambling through the history of Celestia, Luna, and their enemies.

'I mean, they fought Discord and defeated him. He had such power and yet they still imprisoned him in stone. But they used the Elements of Harmony which is nearly infinite magic. Wait, that's it! The Elements of Harmony! I bet Celestia and Luna have already contacted Twilight Sparkle and her friends and told them to hurry here as quickly as possible. I'm sure the princesses have everything under control. Then why was Luna so worried and visibly tense when I asked her those questions. If the Elements of Harmony had been summoned, she shouldn't be that upset.' His mind boggled between reassurance and worry as he tried to figure out what the princess were doing in regards to this threat.

'No I can't think about it now. It'll only worry me more. Celestia said she would tell me as soon as she understood everything and I trust her to keep her word. Besides she has returned to ruling and is going to need my assistance in ruling Equestria and catching up on the latest happenings in the Kingdom. I must do my duty.' With that Magicon ran off to the throne room to assist Princess Celestia.

Upon arriving he found the throne room flooded with Canterlot Nobility as well as pegasi, unicorns, and earth ponies from all over Equestria. Celestia was seated upon her throne, her mane had been combed and she did not look like the same princess Magicon just had breakfast with. From her appearance, one would've never guessed that she had spent two full days locked in a library. Her gentle smile showed that she was glad to be back at her post amongst her loyal subjects.

Magicon sighed, paused to catch his breath, and made his way through the crowd to Princess Celestia's side. Nopony had noticed his presence, for all eyes were on the princess. In her traditional loud and focused court voice, she stated, "Firstly, I must make my most sincerest of apologies for abandoning my duties for two days during this time so close to one of the busiest days in Equestria. However, my sister and I have returned to ruling and all events and activities shall go on as planned. Now, given the size of this group, I will ask that everypony assemble in a single-file line with the nobles in the front, followed by the remaining ponies."

'Easier said than done', Magicon thought with a smirk on his face as the nobles, who seldom missed a day in court, easily organized themselves while other ponies struggled to place themselves and were being escorted to the back by servants and royal guards.

"One would think these ponies could go two days without me," Celestia whispered to Magicon.

"It shows their commitment and loyalty to you. They almost treat you like a goddess."

Celestia chuckled, "I am no goddess by any means; these ponies should know that by now."

"Each generation forgets, I suspect."

Celestia shrugged and noticed that the room had quieted down, thus allowing her to proceed with her courtly duties. As she did this, Magicon began loosing himself in his thoughts about the secret that she and Luna were hiding from him.

'It clearly can't be good. But only they know what it is. Oh, why am I thinking about this? I have duties to attend to. Though, Celestia can manage. She's always been a fast learner, if she has anything left to learn. I suppose…Magicon…Magicon…'

Magicon's thoughts were broken by Celestia's voice beckoning him over to the nobles. Telekinetically picking up his notes from the past two days, he quickly strode over to the princess.

"You called for me your highness?"

"Yes, I did. Magicon, what is the latest report from the Griffon Kingdoms? These mares and gentlecolts wish to travel there for vacation, but are unsure if conditions are favorable to them."

"The last report stated that all was well with the griffons and traveling between the two kingdoms remains steady and open. You nobles may travel there when you see fit."

"Thank you Magicon."

With a smile Magicon went back to his seat beside the twin thrones helping Celestia whenever she could and wondering about the threat against the princesses when time afforded him the chance. The day was long, monotonous, and filled with mindless work that Magicon did everyday. Some ponies were envious of his position, being the highest advisor to the princesses was no small feat, but for Magicon most of his duties took time away from his own personal work studying and practicing magic.

Finally Magicon noticed that the gray rain clouds of the morning had dispersed and Celestia's sun had set and Luna's moon was rising. Celestia also noticed it and quickly finished her business with the few remaining ponies and dismissing any remaining subjects. Magicon was staring out the tall glass windows admiring one of the final winter sunsets and feeling its warm. He closed his eyes and a small smile emerged from his normally straight face.

"Beautiful, don't you agree?" Celestia sweetly lamented as she stood beside Magicon.

"Yes, your majesty. But your sister's moon is just as beautiful."

"Oh I agree. But it's always the mornings and sunsets that please me and Luna the most. Where our orbs of light share the sky, even for the slightest second, and fill the sky with radiance and beauty."

"You are sounding like a great poet." Magicon teased.

"A great and _old_ poet at that," she winked.

"Nonsense, your majesty. You may be one of the oldest creatures in Equestria but you have aged with such grace and beauty that nopony can say you look over a thousand years old."

"You are too kind Magicon. I am so glad I brought you here to Canterlot those years ago away from your past in Manehattan."

Magicon suddenly opened his eyes as past memories resurfaced. _The cold and murderous rain…the unforgiving thunder and lightning…the pain…that great dark pain that he felt….No! I won't think about it!_ Magicon shivered as he shrugged the memories off turning to Celestia masking his sudden flashback with a smile.

"I am too, your majesty. I am too."

"Come, dinner will be nearly ready and Luna will be joining us." Spreading her wings for a quick stretch, Celestia and Magicon slowly walked together down through the spacious halls of palace towards the dining hall. They didn't say anything; there was nothing to be said. In the back of his mind Magicon wanted to ask about that mysterious threat, but he realized that if he brought it up that would mean he got information out of Luna who would intern earn some wrath of Celestia. He liked Luna too much to do that to her, so he remained quiet.

Upon entering the dining hall, they sat down and waited only a few minutes before Luna entered, looking well rested and much better than they had seen her that morning.

"I do apologize for my lateness. I accidentally overslept and nearly missed my opportunity to raise the moon."

"But you do not disappoint with your skill Luna. The moon looks beautiful." Celestia reassured her looking out the windows to the slowly rising moon and the darkening spires of the palace.

Luna slightly blushed, "Thank you sister and now, shall we eat?"

"Indeed we shall."

The dinner was delicious, nothing but the best for the princesses and the conversation was light-hearted and joyful as Celestia was in a good mood. She recanted one of her adventures some four hundred years ago about a great race of some sort, Magicon couldn't remember the details. In fact he couldn't follow or remember most of the story; his entire mind was concerned with prying those secrets out of Celestia and Luna.

When dinner was finished and everypony was waiting for desert, Magicon decided to ask again. In his most innocent, yet professional voice he asked, "Princess Celestia, Princess Luna would you two perhaps now be willing to share the information that you two sought for two days?"

Celestia and Luna exchanged glances and Luna whispered something in Celestia's ear who shook her head.

Celestia spoke tenderly, "I'm sorry Magicon, but Princess Luna and I aren't ready to discuss the matter with anypony. For your own sake as well as ours you need to stop pestering us about it. I assure you it's nothing dangerous and is not a concern to you. You need to stop worrying about it, it's nothing that Luna and I can't handle."

Magicon stared at her with a mixed expression of disappointment. Her words, despite their tender affection, sounded like she was a parent talking to a child. Magicon wanted to stand up and scold her for what she said, but that would accomplish nothing. Instead, he controlled his anger and took a deep breath.

"Very well, your majesties. It is your wish that I remain uninvolved and I shall respect that. If you'll excuse me, I would like to retire to my room for the night." Magicon rose from his place, bowed to the princesses and quickly exited the hall.

Strolling down the moonlit hall toward his chamber Magicon couldn't help but feel discontent toward himself for being so noisy and for expecting the princesses to be honest with him. 'They're princesses after all. I'm just a simple unicorn. They have to keep secrets from everypony, including me. I shouldn't be so nosey and I shouldn't be using my relationship with them to force them to divulge information. I'm not an interrogator; I'm just their advisor and consulter. They come to me when they need help and they know this. Celestia is right, she and Luna can handle this.'

He reached his room opened the door and immediately cast his eyes toward his bookcase.

"The best way to clear my head and stop worrying and beating myself up is to read and practice magic," Magicon convinced himself as he telekinetically pulled down a book from the shelf, plopped himself on the bed and consumed himself in the printed words and pictures of a large, brown, and battered old spellbook.

After Magicon had left the room, Celestia sighed.

"You should have told him, sister. He needs to know." Luna suggested.

"I can't. You said it yourself that he's being too inquisitive. He's acting like a foolish child."

"You said yourself that he didn't have the best of childhoods so why are you acting like a parent to him. He's thirty-something years' old. He's not a child or even a teenager anymore."

"I know, Luna, loosing his mother and father at the age of eight is not easy on a child. And I don't know what he did with his life until I found him in Manehattan."

"Ah, yes. If I remember correctly you told me that he worked in an old museum for an elderly gentlecolt."

"Indeed he did. The gentlecolt took a great liking to Magicon. So much so that he gave a considerable sum of his wealth and his estate to Magicon in his will when he passed away two years ago."

"While that's all well and good sister, shouldn't we focus on more pressing matters?"

Celestia yawned and nodded, "What else have you found?"

"Well I visited the ruins of the old palace in the Everfree Forest for any trace of him and found his mark etched in stone."

"That could've been done by anypony."

Luna shook her head, "No it couldn't sister. I attempted to examine and remove the stone but I was unable to. It's protected by dark magic. The black of its castor gives me no doubts about that."

"Did it appear to be carved into the stone neatly or blasted into it?"

"It was most likely the result of one of his spells. According to what we learned, he only leaves his mark when he makes a successful move against…" she gulped, "well, you know."

Celestia sat there with heavy eyes, she was tired and despite Luna's searching they had found no real leads as to finding Red-Blood. She had to accept the reality, she needed help, she needed counsel, and she needed Magicon.

"Luna, I think we have no choice about Magicon. We have to tell him."

"But sister, you just said…"

"I know what I said and I retract it. He needs to know and he needs to be prepared in case this threat isn't just 'a threat'."

"Shall I summon him?"

"No, I'm exhausted and he's tired as well. We need our rest. We will tell him tomorrow along with Shining Armor and Princess Cadance. All three of them must know what's going on."

"I agree Celestia and now I think you should rest. I will guard the night."

"Thank you Luna." Celestia warmly stated as she stood and prepared to leave the room. Opening the door and looking once more back at her sister she stated, "Luna…I love you."

"I love you too Celly."

"Always sisters."

"Beyond the sun, moon, and earth."

"Good Night Luna."

"Good Night Celly."


	3. Chapter 2

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 2**

The walls were cold and unforgiving as she walked down the corridor. A few torches only gave her minimal light. The hall seemed to extend forever, but she kept anxiously walking. Something wasn't right, she could feel it. Yet she couldn't overcome this feeling of déjà vu. She had been here before but she couldn't remember when. She glanced around her but all she could see was a, cold, dark, and narrow corridor that went on forever. She paused a moment to think of a way out; she couldn't stay here, she had to leave.

Her thoughts were suddenly dashed as a filly's scream pierced the corridor causing her to jump and shake. She galloped forward in the direction of the scream. They continued and grew louder the faster she ran and she kept running until they suddenly ceased. She didn't stop running though; she kept going fearing the worst and hoping for the best. She finally found a solid door and attempted to push it open only to find it locked. Desperately trying to unlock it she used her magic and blasted it open.

The room was bathed in moonlight, but remained just as cold and dark as the hall. She scanned the room until she screamed herself. There, in the center of the floor was an alicorn. Her wings had been ripped from her leaving gaping holes of blood and bone in her sides. Her horn had been sawn clean off and blood was draining from her stomach, staining her dark sapphire coat. Her eyes were closed and her face showed great pain and suffering. She wasn't breathing; she was dead. The remaining alicorn stood in shock and horror at the fallen alicorn and then gasped further when she saw her cutie mark, the mark of a crescent moon.

"NO!" she screamed. "NOT YOU, LUNA. NO!" she collapsed next to her sister and bawled; her eyes becoming cascades of tears. As she sat there next to her now dead sister she heard somepony behind her.

"Tragic, is it not?" the pony said, his voice deep and menacing.

Celestia turned and glared at the pony, who stood amongst the shadows.

"YOU!" she yelled, tears still in her eyes. "YOU DID THIS!"

"You brought this upon yourself and now you will join your sister in suffering and in death," he slowly stated with an evil smirk. He charged at Celestia and wrung a rope around her wings and her neck.

Celestia felt paralyzed and constrained by the ropes that were now choking her. She was loosing air and desperately trying to break free. She attempted to use her magic but a sharp pain in her horn prevented it. She felt herself loosing consciousness gasping for air as the rope squeezed her neck.

"No." she whispered, "no…"

Celestia rapidly sat up in her bed, in a cold sweat and panting. Her nervous breaths filled the air of her bedroom as she sat there overcome with shock and horror. Quickly checking to see if her horn and wings were still attached to her, she let out a long sigh realizing that it had only been a dream. No, it wasn't a dream; it was a nightmare. She hadn't had such a vivid and traumatizing nightmare in years. The image of Luna, bloodied and ruthlessly murdered was a haunting one, one Celestia she hoped to never see again.

She didn't need such a vivid nightmare to be reminded of the madness of Red-Blood. His insane passion and philosophy was one of the most disturbing events she had ever experienced in her life. She didn't want to relive it and she didn't want to see anypony be the victim of this madman. Whether or not he was actually alive was not a concern, the fact that somepony had discovered who he was and his evil actions, despite Celestia's attempted cover-ups, meant that somepony had fallen to his madness.

She put a hoof to her face and took a deep breath, attempting to calm herself in the clear night air. It was still dark out, but from her bed Celestia could tell that Luna's moon was falling towards the horizon. Her sun would soon need raising and what was wrong with an early start to the day?

* * *

Rising from the bed, she went to the bathroom and stepped into the shower. The warm water felt comforted her and allowed her mind to wander. She thought about the coming Winter Wrap-Up and her duty to help and supervise the event in Canterlot. She also thought about how Luna would assist her in these duties and help the citizens clean up winter and bring in spring. Celestia welcomed spring, the sun would shine longer and Equestria would become warmer. She would have more power and energy to do her royal duty and help her subjects. She also thought about her favorite student, Twilight Sparkle.

Twilight and her friends continued sending her letters and she always found great joy in reading them. Though it had been two years since their last big adventure, which was the Canterlot Wedding, she could tell that the girls were still just as close. That meant the elements remained strong and loyal to their bearers. Then a thought popped into her head.

'If I'm going to tell Magicon, Shining Armor, and Cadance the truth, no doubt they'll want extra protection of me and Luna. The Elements of Harmony could be used to protect me. No, I can't do that; I can't use the Elements for my own selfish purposes. But is protecting my life and my sister's really selfish? If I bring them here, they'll have questions, especially Twilight. And though they would lay down their lives for me and each other, I can't ask them to do it. The risk is just too great. What if Red-Blood expects me to summon them and doesn't even want me or Luna, he wants those Elements?

'No, I didn't ask the girls to come here when a threat was made against Canterlot during the wedding for their protection. I asked them to help in the wedding. I asked them to come during Discord's return, but that was the only way to stop him. I've only asked them to come when it was necessary and I don't think the Elements of Harmony would even work against a normal pony. I've only seen them work on non-ponies. Besides with Winter Wrap-Up being so near, they all are going to be needed in Ponyville. If Ponyville gets a late start in the growing season it'll be a major problem for central Equestria. I can't afford that, we must continue with normalcy. The Elements of Harmony won't be involved.'

Satisfied with her thoughts and forgetting how long she had been in the shower, Celestia stepped out, dried herself, and reentered her bedroom. Noticing how late it was getting for her celestial duties, she rushed to the tallest tower where her sister was somewhat patiently waiting for her.

"Good morning. You're a little late sister," Luna flatly stated like an old school-teacher.

"Can you blame me for a little self-indulgence in the last few of your beautiful winter nights, Professor Luna?" she teased.

"I guess not," Luna sighed. "Though I think you need to fulfill your obligation and raise the sun."

"Indeed I shall sister, you may retire."

"When will we share our secret with the ponies?"

"Midday, so you may rest until then." Celestia waved a hoof to her sister who nodded and left Celestia to her work.

Magicon awoke to the sunlight streaming in from the outside. Even before opening his eyes, he knew it was going to be a busy day. Only two days before Winter Wrap-Up and more ponies would not only come for royal blessings, but also for advice and possibly even assistance with their own Winter Wrap-Ups. Though Celestia and Luna remained in Canterlot, they always sent royal workers to help ponies across Equestria. He had contemplated returning back to his estate to help his servants, but a letter he received a few days ago told him that the servants were doing fine on their own. Magicon couldn't help but feel like they were lying to him, but it was probably for the best. When Celestia and Luna dedicated themselves to help in Winter Wrap-Up, someone had to watch over the Kingdom and that fell to him.

Opening his eyes, he followed his daily morning routine. His thoughts still dwelled on the events from yesterday, but he figured that Celestia and Luna would be able to handle this and the morning confirmed this. Luna wasn't present at breakfast and Celestia was focused on a full briefing from other advisors and ministers as well as himself.

The morning duties were also the same: engaging with Canterlot Nobility, talking and socializing with other ponies, and giving counsel to the princess whenever she asked for it. It came as a surprise to him during lunch that Luna was there. Not only that, but the typical group of advisors and ministers weren't present, replaced by Princess Cadance and Shining Armor.

"Princess Celestia, pardon my frankness, but what exactly is going on here?" Magicon whispered.

Celestia chuckled, "you sound like you never expected to see Shining Armor and Cadance ever again."

"Well princess…I admit that I am quite surprised. I normally do not involve myself in the royal guard so I see very little of Shining Armor."

"I thought we needed a change of pace and we have more pressing matters to attend to. Greetings Shining Armor, Princess Cadance, and Princess Luna. I am most thankful that you have come."

"Your wish is my command," Shining Armor proudly stated bowing before Celestia.

"Do take a seat Aunt Celestia," Cadance said in her sweet and compassionate voice. "Good to see you again Magicon."

"Good to see you too Princess Cadance and to you Shining Armor."

The stallion smiled, "And to you as well Magicon. I'm sure you've been helping the princesses just as much as I have."

Magicon's cheeks tinged with embarrassment, he knew his duty and didn't really need to be complimented or thanked for his duty. "Thank you Shining."

"Well, if introductions are finished I do believe we can start eating and discuss the reason why you are all here today," said Luna in a voice darker than her normal one.

Cadance nodded, "yes why did you call us?"

Answering Cadance's question, Celestia spoke calmly with the slightest hint of worry in her voice, "Well, Cadance, there has been a grave and dangerous threat made against me and Princess Luna. An old enemy of ours has resurfaced, or somepony is using his name as an alias to scare me and Princess Luna into fleeing Equestria."

Everypony was silent, staring at the princess, worry in all of their eyes.

"This letter," Luna said as she telekinetically picked up a letter beside her, "was the reason why Princess Celestia and I locked ourselves in the library for those two days. I will read the letter a-loud so you can fully understand the threat."

She read the letter as shock and fear crept into every-ponies eyes. Magicon was scared. The letter was threatening and confusing. Even though familiar in old Equestrian, the words were still menacing.

"Your Faithful Enemy, R.B.," Luna finished putting the letter in the center of the table for everypony to see. The room was silent. Cadance stared at it horrified, leaning against Shining Armor who didn't look pleased by any aspect of this. Magicon sat there with a mixed expression of shock, fear, and horror. His jaw had slowly dropped as he silently took in every syllable of the letter.

"Princess Luna and I have figured out that the mysterious 'R.B.' is none other than an old enemy, Red-Blood. I'm sure none of you have ever heard of him."

Everypony shook their head.

Standing and heading towards the exit, Celestia motioned for everypony to follow her. "To best understand this, I need to show you what Princess Luna and I discovered in the library."

The all rose and followed Celestia down the halls toward the library. As they walked down, Celestia warned, "This is not easy for me to share with any of you and I will not lie to you and say that I am not scared. I am and so is Luna, but we are not giving in to the demands of an enemy simply because of written words."

They reached the doors of the library, which now possessed a large lock that Celestia magically opened. They entered the dark room filled with mountains of books and shelves. They proceeded to a far corner where there were at least 30 books of different sizes and ancient scrolls lying about.

"This," said Celestia gesturing to the pile of information "is everything Luna and I could find about Red-Blood. Sit down and make yourselves comfortable, we will be here a long time."

When everypony had done so, Celestia's and Luna's horns began glowing and a purple mist surrounded them and they suddenly found themselves outside in a field of grass, however Celestia and Luna were not there.

"You are now experiencing mine and Luna's memories." Celestia's voice broke from the sky. "You cannot be seen by the ponies around you and will not be physically affected by the events that I am about to show you. Try to remain calm and quiet and this will all go smoothly. This will not be pretty for any of us, but it must be known if we are to understand what's going on in our modern world."

Princess Cadance leaned on Shining Armor who glanced at Magicon who simply nodded, waiting for Celestia to show them her memories.

"You are now in an Equestria before Luna's dark transformation and banishment and after Discord's reign of chaos, an Equestria in peace similar to ours today with one exception, alicorns." Suddenly alicorns of all different sizes and colors appeared around them. Magicon counted at least a hundred but there must've been more. They didn't all have the flowing manes of Celestia and Luna; some looked more like Cadance rather than the two princesses.

"We had our own city, in the Everfree Forest," Celestia continued and the three suddenly found themselves amongst the alicorns in a city of stone and mortar. Every alicorn seemed content and interested in their own affairs, but no regular ponies could be found. It appeared that only alicorns lived here. Magicon assumed this was the case since Canterlot was originally a Unicorn settlement and Cloudsdale was a Pegasi settlement.

"We had a pleasant life, quiet and amongst ourselves away from the ponies of Equestria. Luna and I ruled Equestria, but our ruling was limited thanks to the presence of the three tribes. Our world was peaceful and enjoyable, but that was shattered by the events of Red-Blood." The three suddenly found themselves in a crowded throne room where a younger Celestia and Luna stood.

"Fellow alicorns, we have thy gravest of sorrows to bestow upon thee in that some of our own kin hast gone missing. Princess Luna shall be mounting a full investigation into thy matter and will solve it with haste." It was difficult to hear Celestia use the Royal-We, but Magicon managed glancing at Cadance and Shining Armor who showed the same expression of confusion.

Celestia's modern voice fell upon them, "Luna did mount an investigation, but trying to find a few alicorns across Equestria is no small task and though alicorns give off a magical aurora, none could be detected."

The scene then dissolved into another one where Celestia was sternly gazing at her younger sister whose head hung low, "Sister Celestia, thy quest that thou hast been bestowed upon me has failed. I have been unable to find thy missing alicorns."

Celestia's voice was harsh towards Luna, "I am disappointed with thou, sister. I thought I could trust thee with these things but yet again, thou hast failed me." Celestia slapped her sister, who remained motionless and tearless despite the obvious pain.

Magicon noticed a bit of resentment in Luna's eyes and thought 'this must've been where Nightmare Moon stemmed from.'

"Very well Luna," Celestia concluded, "since thou hast failed me in finding thy missing alicorns, I shall go myself and find them and prove to thee how one is capable of finding them."

Celestia's modern voice took over once again, "I spent a year searching for them and found nothing. We feared the worst had happened to them and prepared a memorial service until one day, a group of earth ponies found the alicorns alive."

The scene changed to a group of eight earth ponies standing before Celestia and Luna. "I thank thee, kind ponies of the earth for finding these alicorns. Though shall be rewarded."

The earth ponies bowed and left and then four larger earth ponies appeared. But something was different about them. They had a chipped object jutting out from their foreheads and bones were jutting out from their sides and on their chests, the letters R.B. were branded. Cadance screamed and turned into Shining Armor's mane sobbing, while he himself looked visibly disturbed by the former alicorns. Magicon turned his head away, but couldn't help but glance over every so often.

"We were horrified by the attack but could find no criminal, so we were forced to drop the issue," modern Celestia regretted. "We convinced ourselves this was a one time event but warned alicorns to be more cautious. But while the first case got our attention, the next one really shook us."

The next scene showed a darkened palace gardens where younger Celestia and Luna looked on with shock and horror. The three peeked around them at an opened, blood-soaked white bag to which all three immediately screamed. There, inside the bag were the heads, legs, tails, and organs of former alicorns. Tissue, bones, and groups of red and pink mush were all twisted together in a huge mess coated in blood.

Cadance immediately tuned away and hid her face in Shining Armor's mane while his jaw dropped and his hoofs trembled. Magicon attempted to comfort Cadance and avoid seeing anymore of the scene, but was still disgusted and scared.

Celestia's modern voice was quiet and remorseful, "The body parts of twelve alicorn bodies were found in that bag. We were now convinced that this was no ordinary criminal, this was a lunatic."

The next scene showed Celestia sitting in her thrown her hoof pressing into her cheek as Luna paced before her. "Sister, we must find this criminal if there is to be peace in Equestria. He must be brought to justice."

"I agree my young sister, but thou forgets that this criminal does not want to be found. Hast thou already forgotten the letter that was next to that bag?" Celestia rose and flashed a letter in Luna's face. "You forget things so quickly, my sister that I must recite them to thee everyday!"

Growing visibly annoyed, "Sister! Thou dare assumeth that I am of lesser intelligence than thee simply because of mine age! I very well remember thy letter, but unlike thou I am willing to work and help stop this madman rather than sit and wait for him to strike again!" Celestia quickly turned around and harshly smacked Luna who fell to the floor causing Cadance to flinch.

"Respect your elders, sister!" Celestia shouted and disgustingly glared at Luna. "Thou wouldith do well to remember that. Thou has already tried and failed and I'm not letting thou fail again. I am finished here, leave my presence."

Luna got up and glared at her sister and walked out of the throne room.

"That letter," Celestia's modern voice interrupted, "was very similar to the one we have now. The one back then stated that 'alicorns were unnatural, alien, and wrong. That they are not native to the Equestria and shouldn't be here to begin with.' The author demanded that Luna and I step down as princesses, take the remaining alicorns and leave Equestria forever or else more alicorns would die. He called himself Red-Blood for the first time in that letter, and given his lust for murder, it suited him perfectly."

The next scene showed the Everefree Forest surrounded by a gold force field, very similar to the one that Shining Armor had cast during the Canterlot Wedding.

"I responded to the threat by placing the Everfree Forest on lockdown, nopony going in or out. But the murders didn't stop."

The scene shifted to a pile of dead alicorn bodies in the middle of the street surrounded by horrified alicorns. "Five more alicorns were found dead only two weeks after the letter."

The scene then rapidly shifted to a café where three alicorns lay dead. "And then three more were killed in the middle of the day."

With each scene change all three grew more disgusted and horrified. Cadance's head was turning a light shade of green and Shining Armor was shaking his head rapidly attempting to remove these images out of his head. Magicon was practically paralyzed with fear and repulsion and his breath was short and rapid.

The scene shifted once more back to the throne room, except this time Luna was sitting in her throne and Celestia was before her.

"Thou's great defenses hast failed, sister." Luna said with vengeance in her voice. "Red-Blood is still somewhere and thou hast failed to protect her subjects from him."

"Hardly," Celestia rebutted, "They are thou's subjects too, sister! And what hast thou done to protect thou's fellow alicorns? Red-Blood hast murdered twenty alicorns! Twenty Luna!"

"Do I look like I can forget that, sister? I am scared so very scared. I…I…I just don't know what to do." Luna began sobbing.

"Cease the tears, Luna. Thou arest a ruler of Equestria; thou must be strong in times of great fear and danger." Just then a red fire emerged from the sky that morphed into a letter. Celestia telekinetically opened it and read it aloud:

"_My dear monarchs, the time hast come upon thou to make one final decision for thy fate and the fate of thou's fellow alicorns. I have in my possession, a weapon which is new that will wipe the alicorns from the face of Equestria in a single blow. I have no fear in using it and am willing to do so should the case arise. However, I offer thee a choice before thou's final moments: take your precious and pathetic alicorns and flee Equestria forever or watch yourself, thy sister, and thou's species perish. You hath until the sun hast risen tomorrow morning._

_Your faithful enemy,_

_Red-Blood"_

Celestia's voice trembled as she ready the letter and Luna walked up beside her, herself shaking while reading the letter.

"We must give in, sister." Luna nervously said, "It is for the best."

Celestia's voice was quiet, "I…I…will not abandon my kingdom and thou shall not either. I shall inform the alicorns and allow them to make their own decision whilist you prepare for a fight with Red-Blood."

Luna nodded and Celestia slowly walked out of the throne room.

Modern Celestia broke through and said, "I told the remaining alicorns about the letter and none took the matter lightly and by the end of the day the capital was deserted," showing an empty city and alicorns flying off into the sky away from Equestria. "We never knew what happened to those alicorns."

The three turned around and saw Celestia, Luna, and four other alicorns standing in front of the palace, fear in all their eyes. All were scared; all were young; all were going to die.


	4. Chapter 3

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 3**

Celestia continued her narrative while the three watched the six alicorns sitting around a fire, all with faces of fear.

"The next day we waited and prepared ourselves for the fight. None of us slept that night as we wished by some miracle that this madman would stop and let us live. We were desperate and we prayed and prayed for some mercy. Luna and I thought we could use the Elements of Harmony since there were six of us, but found them to suddenly have disappeared. No help came and though the ponies of Equestria knew our situation there was nothing they could do and we didn't want Red-Blood to turn on them."

Celestia paused allowing Magicon to examine the six alicorns in great detail. Each was scared, he could tell through their darkened faces. But he saw something in their eyes, a small fire or spark. Was it hope or survival? He couldn't tell, but whatever it was, it was keeping the six together to face Red-Blood and his supposed weapon.

Celestia broke from the group and went to the long window and with a heavy heart and sigh, raised the sun allowing the dawn to fill the room.

Even with the sun raised nopony moved from their small circle. They glanced at each other and they all closed their eyes and took deep breaths. The three modern ponies couldn't help but feel great sorrow and sympathy for these alicorns and for Celestia and Luna. This wasn't like anything they faced before, this was personal. They had seen their own kin ruthlessly and mercilessly murdered and saw the remaining flee from Equestria forever. Magicon almost didn't want to know how this narrative would end, but took a deep breath and waited for Celestia and Luna to continue.

But the rapid pace of the scene changes had stopped; everything was now in real time. The sun was slowly rising and Celestia retuned back to the group with soft tears in her light magenta eyes.

She spoke softly and tenderly, "I…I want to thank the four of you," gesturing to the alicorns, "for standing with me and Luna. If the worst should befall on us then let Equestria know we died for the peace and happiness of all ponies. And if we should meet our fate then let us take Red-Blood with us."

Every alicorn nodded, all with tears in their eyes. But these weren't tears of fear or sadness, but tears of hope and joy. These six alicorns had crossed a point few had crossed before. They were no longer afraid of death; no longer afraid of Red-Blood. They were going to look him in the eye and fight him until their last breaths.

As they all sat there in this state of hope, the doors of the royal palace flew open and a unicorn slowly walked in. He wore a black hood, a black and tattered vest, and a ripped cape that exposed his cutie mark: a black, encircled upside-down pentagram, against his blood-red coat. His tail was moderate in length, but gray all over and messy. His flank and hind legs were covered in scars and cuts, making Cadance wince. Though the hood hid his face, his bright yellow eyes could still be seen. They were merciless and unforgiving, staring so intently and directly at the alicorns that it made Magicon fearful of him. Magicon couldn't tell his age but guessed he had to be past his best years.

The alicorns looked at their enemy with curiosity and suspicion and all rose into a fighting stance, horns glowing, ready to cast any spell to destroy him and protect themselves.

He didn't speak, but reached into his vest pulled out a final envelope and threw it toward the alicorns. "Read it," he demanded. His voice was raw and dirty, like the voice of a sour old pony.

Luna opened the letter, while the other five remained motionless still eyeing him. "To the remaining alicorns," Luna read. "You surprise me by remaining here despite the great numbers that fled. Rest easy, I hath not harmed them, but thou shall not be so fortunate. Given the pathetic few that remain, I shall not utilize said great weapon that I penned in my previous letter. I shall make one final offer to thee, I shall allow thee to flee Equestria unharmed under the condition that one remains here with me. Should thou reject this offer, thou all shall perish. There shall be no negotiations with thee. Your Faithful Enemy, Red-Blood."

Finishing the letter, Luna brought her gaze back to Red-Blood who remained motionless. She glanced at her sister who shook her head.

Celestia, attempting to hide her fear, came forward and sternly said, "I am through with thou's sinister threats and deals, Red-Blood. We will not accept anymore from thou! And thou will die!"

Celestia charged at Red-Blood, fire and tears in her eyes, her horn glowing a brilliant gold. She cast her spell but Red-Blood dodged it, teleporting to the other side of the room forcing Celestia to suddenly stop to avoid crashing into the wall. She spread her wings and jumped into the air while Luna did the same and both began charging at Red-Blood, horns blazing who again teleported to another corner of the room. Celestia and Luna made quick u-turns and kept chasing and casting spells at Red-Blood who continued to evade their attacks.

The four other alicorns also began casting their spells at Red-Blood, who was quickly proving himself to be quite nimble and aerodynamic despite his age. Finally one of the alicorns managed to hit Red-Blood with a stunning spell and he suddenly fell to the ground. His horn glowed though and the spell broke before any alicorns could close in on him. The chase resumed as he teleported while the six continued their attack against him.

Suddenly a rope appeared around Luna's neck and she was dragged down to the floor, crashing into the stone with a loud thud as she struggled to get the rope off her. Casting her eye on the thrower, Celestia saw that Red-Blood was not alone in his quest. A gray earth pony was tightly clutching and pulling the rope around Luna's neck. She screamed as she desperately gasped for air. Celestia shot a spell that broke the rope, freeing Luna who went after the earth pony. But Luna's rescue had exposed Celestia who found herself tackled to the ground by a brown Pegasus. She quickly shot throwing the Pegasus off her and suddenly found herself not only battling numerous pegasi but at least two dozen other ponies.

'Where did she get this many supporters?' Celestia thought as she suddenly reversed roles and began taking defensive stances deflecting spells and charges from ponies. It was now an all-out brawl with the six alicorns battling against Red-Blood and his small army. She knew she was outnumbered, but numbers didn't win a battle. She and the other five could do this. Loosing all self-restraint, Celestia tapped into her deepest and most powerful magical energies and attacked anything in sight sending unicorns, pegasi, and earth ponies flying.

The other alicorns followed her lead and let loose with everything they had. The ponies of the small army were being hit hard with spells of all kinds and some weren't getting back up. The alicorns were winning; then came a piercing scream and a sharp pain as Celestia fell to the ground. Behind her stood Red-Blood telekinetically holding a blood-soaked dagger, his hood had fallen exposing his bruised and scarred face carrying a malicious smile.

Luna rushed to the aid to her sister who was now lying on the floor in a pool of blood.

"CELLY!" she screamed. "NO CELLY! Stay with me! We'll get you out of here!"

Luna was desperate and the four other alicorns surrounded them putting their backs to the two princesses in a circle and casted a protective shield allowing them a moments rest to help Celestia.

She was still breathing and her eyes frantically searched around, but the pain was too great. She was losing too much blood. Luna attempted to heal the wound with magic, but this was no ordinary wound. It was a magic one that refused to close or even respond to Luna's magic. Luna's eyes couldn't resist the tears and became a waterfall. She felt helpless; her sister was dying before her eyes and yet she couldn't do anything about it.

"C…Celly. I…just…want to let thou…know….that…I…love thee."

Celestia managed a weak smile and put a hoof to her sisters face, and despite the pain, she managed to whisper, "I…love…you too…Luna…and I…love…you four." making a feeble gesture to the remaining alicorns.

They all responded, "We love you too Princess."

One of the male alicorns spoke, "We're not leaving thou like this Celestia. We shall save thee."

Using the remaining magic he had, he began generating a huge spell that the other four alicorns quickly joined in. "Luna," the alicorn managed to say, "Prepare to teleport thyself and thy sister out of here."

She understood what they were doing, but she didn't want it to come to this.

"I don't wish to leave thee."

"We have no choice unless you want to save thy sister. Charge your magic and prepare to flee. Do it for your sister and for Equestria!"

Reluctantly Luna began charging her magic and prepared for the worst. She never took her eyes off her sister and prayed for her to live.

The alicorns magic grew and the barrier around them was failing without the magic. Shouting at Luna, the male alicorn said, "NOW LUNA! GO!"

Grabbing Celestia and using her last magical resources, Luna teleported away managing to hear a yell from the alicorns as they cast their spell.

Then it was suddenly quiet and peaceful. They were in a small field near a small village. Wasting no time, Luna carried Celestia into the village where ponies rushed to help the dying princess. Celestia had lost consciousness but was still breathing. She was no longer losing blood; Luna noticed and breathed a great sigh of relief. She followed the ponies into a house and sat beside Luna as ponies tended to Celestia.

Celestia's modern voice broke through the air, causing the three to jump. They had become so absorbed in the memory, that they forgot it was just a memory.

"I survived and healed thanks to the ponies and to Luna who saved my life that day." Celestia sounded tired and weary. "We went back to the palace soon after to find the city flattened and the palace in ruins."

The palace emerged into view, but the three were looking down upon it from a bird's eye perspective. Numerous ponies were scattered about the throne room and surrounding grounds. Burned pieces of grass and blackened walls showed signs of the battle and the destructiveness of the alicorns spell. Where the alicorns once stood, a deep hole now existed and where Red-Blood had stood, only his cape and hood remained.

"We never knew whether Red-Blood was killed by the sacrifice of those four alicorns but we were confident that we would never see him again. In the years that followed, Luna and I did everything we could to erase all the traces of Red-Blood's existence; rewriting history and inventing our own. We erased all traces of alicorns ever being in Equestria except for myself, and Luna. We burned any sources that mentioned any other alicorns and we destroyed any things that were even remotely related to them or Red-Blood. To this day, nopony but us knew of his existence and the true history of Equestria during this dark time and now you three know it."

The memory broke and the three fell backwards landing softly on the modern library floor. The sun was lower in the sky, bathing the room in a late afternoon light. Celestia and Luna looked exhausted and emotionless. Cadance looked disturbed and in a state of disbelief, covering her face with her hooves. Shining Armor looked at Magicon with an expression of worry and sorrow, which Magicon quickly returned.

Luna heavily sighed, "Well; now you know the truth about me and Celestia, the alicorn species, and Red-Blood."

Everypony was silent for a while, thinking about what they had just witnessed and, in Celestia's and Luna's cases, relived.

"So…wrong…so…disturbing," Shining Armor shook his head.

"It is indeed," Luna responded. "I'm very sorry that you had to go through that, but there was no other way in which you would have completely understood the threat that we are now facing."

Cadance quietly spoke, "Aunt Celestia, Aunt Luna…I don't understand. If you two were the only ones left, how do I even exist in the first place?"

"Well Cadance," Celestia responded, "it turns out that not every alicorn made it out of Equestria. There was one filly that fled with the others but couldn't make it. Her parents left her with a nice unicorn family in Phillydelphia who hid her and raised her as their own daughter. Since she aged slowly she transferred from family to family after so many years until she was old enough to be on your own and live in Canterlot and become a foal-sitter."

As Celestia told the narration, Cadance's eyes widened and she collapsed to the floor sobbing.

"I…had…no idea," she managed weakly to say.

"It's not your fault Cadance," responded Luna patting Cadance's head. "We erased that part of your memory so you wouldn't suffer and have a childhood haunted by disturbing memories. We are very sorry for that."

Luna laid down next to Cadance and began snuggling with her trying to comfort her.

Looking at Celestia, Magicon managed to form his words, "So this is what we're up against? A small, but still powerful pony army at the hands of a madman?"

"No, no. Red-Blood would not be so foolish and raise a second army. Public opinion would be very much against him since everypony adores Luna and me. He wouldn't be able to if he tried."

"And what of Red-Blood?" Shining Armor joined in on the conversation, though his voice still showed some anxiety in it. "You don't know if he survived or not, and what if this letter isn't his?"

"What if it is though?" Magicon responded. "The question of Red-Blood being alive or not isn't important."

"Of course it's important! If he's alive, that means he can be found and captured before he hurts Princess Celestia or Luna."

"No, it's not important because if he isn't alive, then that means that something of him survived; something that would not only show the philosophy and madness of Red-Blood but also convince that pony to finish what Red-Blood started!"

"Calm down both of you," Celestia jutted in. "Arguing will solve nothing and you're both right in different aspects. It's true that we don't know if he survived or not and that may very well decide on what action we should take. But it's also true that, in the event that's he not alive, somepony has fallen to his dark and disturbing ways and is now out to destroy me and Luna."

"And what about me?" Cadence managed to speak through her tears. "What if Red-Blood knows I'm alive?"

"The letter was only addressed to me and Luna," Celestia said. "And you had a Royal Wedding two years ago that everypony heard about. Red-Blood is no fool and knows you're alive, Cadance. Based on the letter, I have good reason to suspect that he either wants you alive or knows you have no memory of his past actions thus allowing him to kill you when you least expect it. Given his violent nature and hatred to our species, I'm leaning towards the latter."

Terror struck Cadance's face and she resumed sobbing into Luna's mane.

"And of what was the story behind Elements of Harmony?" Magicon asked.

"I honestly have no idea," Celetisa responded. "It's possible that Red-Blood knew of their existence and stole them, but they were protected by powerful enchantments that Luna and I cast which remained sealed until they disappeared. It's my belief that they disappeared on their own because they were not meant to be used on regular ponies and they were preventing themselves from that fate. In any case, they did return some years later and were still loyal to me and Luna and you know what happened from there," gesturing towards Luna who hung her head low.

"So…now what? What do we do?" Cadence desperately asked.

"Well, it's obvious. The princesses must be protected at all costs." Shining Armor said with growing confidence and determination. "We don't have much time to prepare, given the princesses desire to keep this information hidden, but I will use every resource at my disposal to protect them. I shall go prepare my magical shield."

"No Shining Armor," Celestia firmly stated. "I thank you for your dedication but more guards and a magical force-field won't stop Red-Blood. He got past both during his reign of terror and managed to kill a great number of alicorns as you saw."

"Then what are we to do, your majesty?" Magicon eagerly asked. "Winter Wrap-Up is less than two days away and you and Luna both have to help in the festivities."

"Are you insane Magicon?" Shining Armor harshly asked. "They can't leave the Royal Palace! If they're outside, the chances of them getting killed are that much greater."

"If they stay inside, like they previously did Red-Blood will descend upon them." Magicon responded. "No matter how many guards you put up, he'll sneak by them. For all we know, he could've disguised himself as a royal guard and is waiting to strike. Magic and technology have evolved since his time so who knows what magic he has perfected?"

"Gentlecolts please," Luna interjected. "Your continued arguing is only further scaring Cadance."

Magicon and Shining Armor looked over and saw Cadence trembling, huddling next to Luna. She had stopped crying but her eyes showed pure terror.

"I'm sorry, honey," Shining Armor lamented as he approached her and began stroking her mane. "It's just my duty to protect the princesses. I'm sorry for scaring you."

Thanks to the gentle stroking of her husband, calmed Cadance down, but she still felt scared not only for her life but for Celestia's, Luna's, and possible her husband's.

Celestia sighed, "It's obvious that we'll need a unified strategy if Luna and I are going to remain safe. Sheltering us behind stone won't do that, nor will pretending like this doesn't exist will either. We need to work together to stop Red-Blood before he attacks."

"We need to make him think that he is going to be able to destroy us." Luna stated. "We need to deceive him. Make it look like nothing's wrong on the front, but have every measure in place to stop him when he does strike."

"Shining Armor," Celestia turned to him, "You will keep the guard level the same, but have back- up guards prepared on the day of Winter-Wrap. You may also use plain-clothed guards to keep an eye on us and Red-Blood. He may indeed be in a disguise, but when unicorns disguise themselves, they often have to remain a unicorn or risk having a very phony disguise. Keep them focused on unicorns. I know that is going to be tough considering that Canterlot is full of unicorns, but they will all be busy with Winter Wrap-Up. Red-Blood won't be which should be a major help."

Shining Armor nodded. "As you wish your majesty, but I am still erecting a magical barrier in both of your chambers so Red-Blood can't hurt you in your sleep."

Celestia glanced at her sister who shrugged. Celestia made the decision herself by nodding her head.

"What shall I do, princess?" Magicon humbly asked.

"Continue with your normal duties governing Equestria while Luna and I assist in Winter Wrap-Up. We need you to run the Kingdom in case the worst should happen." Celestia stated.

"So, I'm the Plan B?" Magicon grumbled.

"In essence, yes. I'm sorry Magicon, but if the worst should happen to Luna and I, I need you ready to take the wheel, so to speak, and continue running Equestria and continue preserving the peace."

Magicon sighed, he wanted to protect the princesses; help Shining Armor but he knew his place. He wasn't their guardian or protector; he was merely their advisor and counselor.

"I wish I could do more for you, Princesses."

"You already have helped me and Luna numerous times running the Kingdom in our absence. I have total confidence that in you. And should a crisis arise, we'll be just outside in Canterlot so you can always easily summon us."

"Are you sure this will be enough, princesses?" Shining Armor asked.

Celestia pondered the question for a moment, while Luna spoke. "It's difficult to say if one is every completely prepared for anything in life, but we'll take as many precautions as we can."

A light bulb went off in Celestia's head, "Oh I completely forgot. There is one other thing that we can guard ourselves against: poisoning."

"Sister, you really think Red-Blood would poison us? He's not the type of pony known for subtlety."

"On the contrary sister. Though Red-Blood craved attention for his crimes, he did so not with huge attacks or grandiose plans. He quietly kidnapped, tortured, and killed his victims then left the remains behind for all to see. He announced himself only through letters and his gruesome actions. And because of this, I believe that he would resort to poisoning us, though I think it would be a last resort. He has vengeance against us, Luna, and wants us to suffer greatly."

Luna puzzled her sister's words before responding, "I'm not sure if killing alicorns and disposing them in view of the public is considered subtle. Don't forget why he left the bodies out for everypony to see. He wanted to instill fear in the alicorns and force them to submit to his commands and most of them did so perfectly."

"Both of you are missing the point," Cadance, who had stopped sobbing, confidently exclaimed. "It doesn't matter whether or not Red-Blood was subtle in his actions. That depends on one's perspective and that varies from pony to pony. There's no point in arguing about that. The fact of the matter is would Red-Blood resort to poison to achieve his goals?"

Everypony fell silent; mainly because of Cadance's sudden burst of confidence. The library was quiet for a few minutes as everypony either thought of what had been said or dwelled on the history of the princesses and Red-Blood.

Finally Shining Armor spoke, "I think that it's best that we take no risks in protecting the princesses. We must assume the worst and take every precaution to protect them, but we must do it in a way that it doesn't hamper their ability to rule Equestria. Winter Wrap-Up is less than two days away and we'll need every second to prepare not only for the festivities and clean-up effort but also to ensure the safety of Princess Celestia and Luna."

Magicon nodded, "I agree, Shining Armor. I will follow my duties as necessary, but I will be keeping an eye out for anything suspicious as I'm sure you all will as well."

Celestia softly smiled, "Very well, I think we have a cohesive strategy. Remember, we can always modify it and work around it if the need arises. Strategies set in stone always crumble and ones too loose blow away. I think we have a strong stone that can still be modified and recast as need be. Thank you everypony."

"I also want to thank you all for bearing with us in our dark history. I know it wasn't easy for you to see, but imagine how hard it was for me and Celestia to experience that with every single sense and emotion." Luna added in.

"Also, thank you for offering your ideas and dedication to our lives. You are the loyalist of ponies to help me and Luna when our lives are in such danger."

"And remember, not a word of the specific details of the plan or what you saw from our memories to anypony. If you wish to speak to each other or me or Celestia about the plan or have a question about it, do so privately."

"May the sun, moon, and earth protect us," Cadance finished.

Celestia and Luna smiled slightly and dismissed everypony from the library while they remained behind until the doors were closed and locked.

Luna let out a long sigh, "I don't like this Celly. I don't like this at all."

"Neither do I Luna, but we can't handle this alone. We need those three and we can't use the Elements of Harmony."

"You never even asked them to help you. Do you not trust them?"

"Of course I trust them, but you saw what happened more than a millennia ago."

"Yes I know sister. But still, one can hope."

"I do not rely on hope anymore Luna, and neither should you. Hope is only for desperate times. We are not desperate. We are just nervous and very worried. I have total confidence in Shining Armor, Princess Cadance, and Magicon to do their duties and protect us."

"I…feel so weak and…helpless Celly."

"You're anything but weak and helpless sister. If you were weak and helpless, we wouldn't have been able to defeat Discord or fight me as Nightmare Moon. This is just a difficult time for us. Everypony has difficult times, but they always pull through and we are no exception. We will pull through as long as we stick together."

Feeling a slight twinge of happiness, Princess Luna walked up to her sister and hugged her, who returned the favor.

"I love you Celly."

"I love you too Luna."


	5. Chapter 4

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 4**

The night slowly crept forward for Magicon as he tossed and turned in his bed. Closing his eyes, he tried to calm himself, empty his mind, attempt to get an ounce of rest but none came. The more he tried to relax and stop worrying about the events of the day the more he became anxious and restless. He flooded his mind with soothing and comfortable thoughts, like his beautiful mansion, or images of Manehattan only to have them shattered by images of blood, gore, and dead ponies everywhere.

'Nopony can be that cruel. Nopony can do those things with a sound mind and body,' Magicon tried to convince himself.

But the actions of the day had proved otherwise. When Celestia and Luna agreed to show him their secret Magicon felt a small triumph flutter inside him, only to have to it stolen, crushed, and subjected to the torture that was Red-Blood. The images would stay with him forever, he knew that, and he knew that since Red-Blood had been introduced in his life, he would not forget it. Celestia and Luna were wise to hide it from everypony. But the times called for action and he had to answer them.

He quivered for a second at the thoughts of the dismembered unicorns. He was never a fan of gore or excessive blood. Red-Blood's actions made him sick beyond his stomach. He felt disgusted, horrified, scared, and worried about the past actions of that pony and the fate he had for the princesses today.

But another emotion also rose out of his thinking mind: curiosity. The curiosity about Red-Blood's idea about the place alicorns had in pony society. The curiosity about what drove Red-Blood to this idea. The curiosity about Red-Blood himself.

'I doubt anypony knows about Red-Blood's life other than the one he made for himself. I doubt anypony knows how he got that idea in the first place.' Magicon pondered the possibilities, ultimately coming up with no satisfying answer. 'Any traumatic life event could've shaped Red-Blood, just like…NO!'

Magicon leapt out of bed, eyes widened, stunned at the thought. 'No! It can't be! I'm not like that! I'm a good pony; I've done good for as long as I can remember. I'm not him! He and I are nothing alike!'

But his memory betrayed him as a faint and distant sound crept into his mind; the sound of crying. A soft cry, one of regret and sorrow; the cry that only comes with the loss of a loved one. Magicon closed his eyes and fought the memory only to have himself consumed by it.

He was there, gazing around his parent's living room. It was room of peace and tranquility; where he had played and his parents had laughed; where they were one happy family. Now, the room was a scene of destruction, chaos, and fire. The room was ablaze engulfing every item and everything in its path. In the doorway stood a blank-flanked, eyes widened, young colt named Magicon. He stared at only one thing; the lifeless pony before him on the floor in the middle of the room. She was the love of his life; the one pony he had always loved and respected; the one pony who would caress him to sleep at night and help him with his homework: his mother. Her lifeless unicorn figure was flawless, even in death; except for the small, black burn mark on her muzzle.

Magicon was paralyzed with indescribable and infinite emotions. He didn't want move; he didn't blink. His mind raced at lightning speed with never-ending thoughts.

"Mom? Are you ok? Why are you on the floor? Why are you not breathing? Why aren't you moving? Come on, we need to get out! Mom! Get up! MOM!"

Realizing his mother wasn't responding Magicon collapsed next to her overcome with emotion, tears falling like an endless waterfall. The fire continued to swallow the room and the smoke was becoming unbreathable, and the fire would seer the flesh and hair off anypony but Magicon didn't notice nor did he care. He just wanted to be with his mother.

He managed a final faint whisper before his vision blacked out, "I love you mom."

Magicon shook his head and opened his eyes quickly glancing around his room. He put a hoof to his head and let out a long sigh. He sat down on the floor at the foot of his bed knowing that sleep would never come tonight. He had experienced that memory before and, though his reactions weren't as emotional as they had been in the past, he still didn't like the memory. It haunted him like a demon and perhaps it was the inner demon that he didn't know or refused to know.

All he knew was what he had seen and what his father had told him afterwards.

He was once again a colt, but now outside with his father and fire-ponies with hoses extinguishing the last remnants of the place he called home. All of his possessions, all of his happy memories, all of his mother were gone in a matter of minutes. His earth pony father held Magicon's hoof tightly and looked over at his ash covered son.

"I'm so thankful you're alive." His voice trembled and sounded relieved, still worried. He pulled his son close to him and embraced him in an affectionate hug, which Magicon returned, but with less warmth.

"Dad? Why didn't mom get up?" Magicon's voice was flat but quiet.

"Because…" his father's voice trailed off as he searched for a reasonable explanation. "I…couldn't say son. When I saw the apartment on fire I galloped down the sidewalk rushed into the building and saw you collapsing next to your mother with the flames nearly touching you." He paused with tears in his eyes, "I couldn't save both of you so I…I saved you." He brought his hoof to rub away the tears.

Magicon was silent and looked at his father's mournful face and closed his eyes.

"So what happens to mom now?"

"She can't be with us, in body, anymore," his father quietly stated. "She'll be with us in spirit, but…Magicon, I'm so sorry." He grabbed Magicon in a tight hug and wouldn't yield.

Magicon didn't resist his fathers grasp but felt it loosen and disappear around him as Magicon brought himself back to his older lonesome self in his dark chamber in Canterlot. He hadn't understood everything at the time, but he grew to understand it as he aged. He had learned to grow up fast, especially after the funeral when his father suddenly disappeared, never to be seen again.

Magicon sat himself down on the bed, reflecting on his father's disappearance.

'Was it better for me that he left?' he thought. 'Why did he even leave me? He told me he loved me yet if he truly loved me he would've stayed and cared for me and not leave me on my own. He was a good father, but I just can't understand why he shed his responsibilities just when I needed him the most.'

The only logical conclusion that Magicon could invent was that his father, who loved his mother unconditionally, died inside when she died. Seeing and raising Magicon would bring back the memories of her; the memories he couldn't bear. He must've been ashamed of himself and just couldn't face the shame so he abandoned his life in an attempt to start over.

'I'm thinking about this too much,' Magicon tried to convince himself. 'My personal problems are not what should be on my mind. I have a job to do.'

He then abandoned his bed, crouched on the floor, extended his hoof under the bed and pulled out a large, ancient, leather-bound book. The cover was a worn dark chocolate with thick black borders. A large, rusty, black magical lock was on the side. There was an unreadable title in faded gold showing the great age of the book. Overall, the book was centuries old and had experienced much and had many readers in its lifetime.

Satisfied with his text, he levitated it onto the bed where it landed with a thud. Climbing slowly back onto the bed, Magicon examined the book to make sure that it had not been disturbed by anypony since he last used it. It remained locked with a subtle amount of magic, but still powerful enough to prevent any intruders from unsettling the book and its contents.

He was about to unlock it when there was a light knock on the door. Giving himself a little light to look at the wall-clock and noticing the time, Magicon was surprised to find somepony else up and disturbing him. Stealthily hiding the book back under his bead, Magicon took in a breath and approached the door.

He opened it and looked at the stallion before him. Even at this hour of the night Magicon could still tell it was the stallion with the shining white coat before him.

He spoke in a hushed tone, "I'm sorry if I woke you Magicon but I think the events of the day scared you as much as it did to me. May I come in?"

"Yes of course," replied Magicon in a low voice escorting Shining Armor into the chamber glancing behind the stallion to see if Cadance was with him.

"Cadance is asleep I presume?" asked Magicon as he silently closed the door. Shining Armor nodded and sat himself on the lower half of Magicon's bed. Magicon remained standing.

"You look tired," he stated.

"You don't look great either."

Magicon attempted a smile only to have it turn out awkward and forced. He stared at the floor in slight embarrassment before looking back at Shining Armor. "So…what can I help you with Shining?"

He looked at Magicon with a solemn face and took a deep breath before speaking. His voice wasn't its confident self; it was hushed and anxious.

"You were, without a doubt, disturbed by the memories of Celestia and Luna."

Magicon nodded. "I still am."

"I am too. I must confess that I knew Celestia and Luna had a dark past but I didn't expect it to be anything like what we saw."

"Oh, I agree Shining. I agree."

"I mean, when I vowed to protect the princesses and Equestria at all costs I knew the responsibility that came with it but I didn't imagine fighting against an enemy like Red-Blood. I expected dragons, changelings, minotaurs, and some angry ponies but nothing like Red-Blood."

"Are you prepared for this?"

"I can't say. I have to keep a lot of information secret from my man which doesn't help matters. In addition we don't know how Red-Blood will strike so anything can happen. I'm just really worried."

"You sound a little bit scared too."

"No. I'm not scared," Shining Armor lied.

"You don't have to lie to me, Shining. We've known each other for years and we are the only ponies that know the princesses the best. If we are going to protect them, we need to be honest with ourselves." He sat down on the bed next to Shining Armor. Putting a hoof on Shining Armor's shoulder, Magicon asked, "Now, tell me; are you scared?"

Shining Armor lowered his head and sighed. He looked at Magicon with solemn eyes. "Yes, I am scared; for the princesses and myself and most important Cadance."

Magicon extended his hoof around Shining Armor brining him to a gentle hug. "We've been good friends for years and I would be lying to you if I said that I wasn't scared myself. Red-Blood is a really scary pony not just because of what he did, but because of what he also believed. But hiding from these fears will not help us or stop Red-Blood. If we are going to stop him we need to fight our fears. Princess Celestia and Luna were brave enough to not only reflect on their memories but also share them with us."

"Yes I know, but still…"

"You're just as worried and stressed as I am. Probably even more so and I'm glad you're not hiding this."

"I'm just glad there is somepony other than Cadance I can share my feelings with. I thought I could handle my fears on my own, but they were keeping me up at night and I couldn't get what I saw out of my head."

"Me neither. Have you talked to Cadance about this?"

"I tried to but it was more of listening to her fears rather than voicing my own. She's scared for the princesses and for me. She's not even worried about herself, though she really should be."

"She loves you, Shining, and she loves the princesses. She basically is the embodiment of love for others. She's going to put everypony else before her before she worries about herself."

Shining Armor sighed and was silent for a few moments before he spoke again. "You know…I'm glad Celestia brought you here Magicon and I'm happy to see you are dedicated to her just as much as I am."

Magicon turned his head away from Shining Armor and brought his hoofs down in front of him.

"You alright, Magicon?"

Magicon let out an audible breath before speaking. "I'm just tired; that's all."

Now it was Shining Armor's turn to be the comforter. He put his hoofs around Magicon and brought him in a firm embrace. "Like you said, we're good friends. You can tell me anything, so please do."

Pulling away from him, Magicon looked into Shining Armor's cerulean eyes. Even at this dark hour he could still tell that his eyes were remorseful and compassionate.

'He would understand, right?' Magicon thought. 'He is a kind and caring stallion but is not foolish. I can tell him. No! You can't! You have a job to do and you can't be focusing on your history right now. What happened to you in the past was tragic, but now is not the time to be generating sympathy for your own problems. But if I get this off my chest I'll be able to focus better and help the princesses. If you do that…Magicon…Magicon-?'

His thoughts were cut off by Shining Armor's voice calling his name. "What's with you Magicon?"

Blinking a few times and quickly shaking his head he asked, "Did I say something?"

"You were whispering to yourself. I couldn't make out what you were saying but you started getting agitated."

"Oh…well…I'm…sor-"

"No need to apologize, my friend, just tell me what's wrong?"

Magicon let out a long sigh and summoning his courage he began, "Well Shining, before you knocked I was having a flashback of my parents."

Shining Armor was silent. He was the only pony who knew about Magicon's history and he felt so sorry for the stallion. Again, he pulled Magicon into a tight hug; one where Magicon could not let go.

"Oh. Will you be ok?" he asked.

"Mhm."

"You sure? I never experienced what you did, but that doesn't mean I still can't offer my help and support."

Magicon felt a twinge of warmth. Like a small but warm fire that refused to burn out. A minute smile crept onto his face.

"Yeah. I will be. It's just I miss them sometimes and this is one of those times."

"I know it must be upsetting for you. But if you ever need somepony to talk to I'm here for you."

"And I'm here for you. Thank you Shining."

"Thank you Magicon."

As the night crept onwards they remained huddled together each with a gentle smile as two close friends.

* * *

The day proved to be hectic with ponies busy with preparations for Winter Wrap-Up. The organized panic and rush of the day gave everypony energy and fueled their desire to do the most they could before the big day. The remaining ponies from the distant reaches of Equestria were leaving in a rush to get back to their own celebrations while the unicorns of Canterlot busied themselves with anything they could to make the city look more presentable and tomorrow's job easier. There were only a few times a year when Canterlot looked so busy that the sophisticated royal atmosphere of the city gave way to the hustle and bustle of a true city.

In the Royal Palace, Princess Celestia was busy dealing not only with the final guests but was also attempting to catch up from the two days she was absent. Struggling to do both, she asked Princess Luna to help her who did so. Despite both of their efforts the amount of work had gotten away from them and now they were paying the price for it. Both looked tired and over-worked, but they plowed on with attempted smiles and politeness.

On top of all of this, extra Royal Guards were being stationed all around Canterlot causing headaches and delaying preparations. Shining Armor was extremely busy with the guards and attempting to please annoyed ponies about the extra burden of Royal Guards hampering the days' efforts. He had little time for Cadance, who found herself helping the nobles of Canterlot most of the day. Whenever she could afford the chance she helped irritated ponies with the Royal Guards and did what she could to mend the situation.

Magicon was also occupied. While Celestia and Luna were engaged with ordinary ponies and the nobility, Magicon ran the government and oversaw the running of Equestria. From attending meetings with various ambassadors, to issuing passports and travel documents, to conferences with various committees, Magicon found himself completely engaged. On top of it, Celestia and Luna often asked for briefings on the status of Equestria often forcing him to gallop down the halls of the Palace to meet them on time.

With such a busy day, nopony thought about Red-Blood easing their minds and nerves. But as the sun began to set and the moon rose, the activity of they city began to settle down. The preparations had been made and now everypony settled down for a good night's rest before the big day tomorrow.

For the five, there was no winding down. Celestia and Luna remained back-logged and continued working with the remaining ponies and catching up with the government. Shining Armor remained with the Royal Guard, drilling them, testing them, and preparing them for the unknown threat made against the princesses. Cadance actually left Canterlot to deal with the weather pegasi in Cloudsdale. Magicon managed to catch up with everything and finishing his final meetings for the day, he headed back to his chamber.

Upon arriving, he locked himself inside, closed the windows and curtains, and lit a few candles before grabbing his book under the bed. Checking again to make sure it had not been disturbed and satisfied that it hadn't been, his horn glowed a dark lavender and the protective enchantments fell and the lock unlocked.

Opening the book the scent of ancient parchment and old ink filled his nostrils. The scent of age permeated throughout this book. Slowly and delicately turning the pages, he turned to one in the middle of the book. The black text had been hand written and was stylized in flowing calligraphy. The detail was meticulous and required a good eye to read it. Fortunately, Magicon had two good eyes and was about the read the text when he realized he forgot something.

Climbing out of his bed, he went to his closet, moved to the very back of it, and pulled out his favorite fashion item: a navy blue collared cape that covered his lower torso and his cutie mark. He felt protected and secure with it on, feelings that he lost so long ago.

Now with everything set he returned to his bed, determined to read those pages. Setting himself on the bed, he divulged himself in the text. His mind was filled with wondrous and fantastic images of ancient stories of heroes and villains in epic battles. The sacrifice, the deception, the honesty, the hostility, all cumulated together in one great text that he possessed.

While reading this, he mumbled to himself incantations as his horn glowed a dark lavender. Red-Blood would strike against the princesses tomorrow; Magicon would be there to help the princesses and Equestria. Celestia had warned against magical protections but Magicon knew what he was doing and knew that this was for the best. His voice grew louder as he continued with the incantation in an ancient language. His horn continued to glow with more energy as a few beads of sweat began appearing on his muzzle. The magic grew, becoming more potent, more powerful, and more dangerous.

Just about to collapse from the strain of the magic, a spark flew out from his horn causing Magicon to fall out of his bed. Slowly rising, he noticed that the candles had extinguished and the room was now completely black. Allowing himself a little light from his horn Magicon staggered up and back to his bead where on top of the book lay the item that he successfully conjured for. The one item that would help the princesses and help him.

A smile appeared on his face as his heart jumped in excitement. His spell had worked and the item was his. He realized he only had one day to use it, but that would enough time to help the princesses. Picking it up with his hooves he examined it closely admiring the symbols, carvings, and engravings all over it.

Slowly turning from the bed, he telekinetically held the item in the air and proclaimed to himself, "Don't worry Princess Celestia and Princess Luna. Tomorrow is going to be a great day."


	6. Chapter 5

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 5**

Princess Celestia failed to get much sleep that night. She had worked until the early hours of the morning and only managed to retire for two hours before her solar duties called. Walking to the balcony of the tallest tower, she closed her eyes savoring the last minutes of Luna's peaceful and majestic night before she opened them again, faced the eastern horizon, and with the soft golden glow of her horn she began the process of raising the sun.

It was a slow and delicate process; one that needed her full concentration. The sun was not an easy object to lift above the horizon. The ball of fire had no real boundary and was difficult to actually capture, much less move. But Celestia had a solar cutie mark for a reason; she was gifted with the power to move the sun and raise it so its light and warm could shine all over Equestria. Today was a special day as well for the sun would not only have to rise like normal but would have to move closer to Equestria to signal the start of spring and summer. Though spring didn't start until tomorrow, the sun still had to be prepared for its final push into spring.

Celestia loved spring and summer. The long days were what she craved for and the fantastic colors of Equestria radiated out for all to see. Autumn and winter had their moments of beauty but once the cold set in it became unpleasant for Celestia. The warmth of spring and summer would soothe her and bring a gleeful smile to her face. Thinking about it now brought on the same smile as she pulled the sun closer to Equestria.

She felt the flames respond to her as she delicately pulled it closer to the land making sure it landed in the correct spot so early spring could begin and Winter Wrap-Up would be successful for everypony. Finding the correct position Celestia gently let the sun go and slowly brought it above the horizon bathing Equestria in the yellows, pinks, and purples that was the early morning.

Finally allowing the sun its independence to move across the sky, Celestia opened her eyes and gazed out at the Equestria she so loved. The early morning fog could be seen surrounding the mountains while the valleys slowly flooded with the rays of sunlight. Equestria was beautiful this time of morning and Celestia relished in its pure beauty. She may not have created the land she called her Kingdom, but she loved it with all her heart.

Her tiredness escaped her as she enjoyed the beauty and with a happy smile, she went to the dining room to have a large breakfast before Winter Wrap-Up commenced.

Princess Luna grumbled herself as she woke to an obnoxious alarm clock. Turning over to shut it off, she continued to grumble to herself about being woken during the day. She had been unable to get sufficient sleep for the past two days since Celestia was back-logged and needed her assistance. She wasn't was mad or annoyed be her sister's request; she just didn't expect it to require so much of her time and energy. The night shift was a much lighter one and allowed her to actually enjoy her work with the moon and the night. Celestia, on the other hoof, was so busy that she barely had time to breathe much less enjoy her creation of the day.

Throwing the covers off her, Luna slowly moved herself out of the bed and looked out over her balcony at the sunrise. It was a beautiful sunrise and Luna knew that Celestia had moved the sun closer to Equestria to bring the warmth of spring and eventually summer. Luna sighed, she would rather have it be autumn or winter where the nights would grow longer and the weather cooler but the natural cycle of the sun, moon, and earth relied on balance and Luna had to obey it.

She had already once threatened to throw the balance of Equestria off and paid a heavy price for it, but she had redeemed herself of her night-marish self and was now widely respected and appreciated by everypony in Equestria. She may not be as warm or as affectionate toward her subjects as Celestia was but she loved them just the same. While Celestia's love was the sweet unbridled love of joy, Luna's was the warm and collected type that came with understanding and true compassion. The kind of unconditional love that comes with time and patience.

She chuckled at the comparison that Pinkie Pie had once made of the two princesses. According to Pinkie, Celestia was a sugar-coated lollipop while Luna was a luscious crème brûlée. She had grown closer to Twilight Sparkle and her friends and had grown used to modern Equestrian life. So much so in fact that she was able to drop the "Royal-We" completely and speak with modern language, though occasional slip-ups happened much to her embarrassment.

Realizing that she was dawdling she rubbed her eyes, rose from her bed, brushed her mane, and left her chamber to join her sister and other advisors for breakfast. She hardly noticed the protection spell around her room as she silently passed through it. Normally, since she was this tired she would have slept through breakfast and everything altogether but today was Winter Wrap-Up and though she had caught up on everything last night, something could always go wrong today and with the threat of Red-Blood, she just couldn't ignore the day.

Arriving in the dining hall she saw the servants just laying out breakfast and saw her sister, Magicon, Shining Armor, Cadance, and a few other advisors all sitting around. They all stood and bowed to her as she trotted in and took her place beside her sister.

"Good morning, everypony," Princess Luna remarked. A jumble of "good mornings" replies came from the various ponies.

Noticing how tired her sister looked, Celestia asked, "How are you feeling today, Princess Luna?"

"I'm alright. The sooner Winter Wrap-Up finishes the better." She began eating the breakfast before her while the other ponies did the same.

Looking to Shining Armor, Celestia asked, "Are all the err…preparations ready Shining Armor?"

"Yes, your highness. Everything is set for today and you and Princess Luna will be safe and still be able to carry out your necessary duties."

By now everypony in the Royal Palace knew a threat had been made against the Princesses thanks to a few slips of tongue from the Royal Guards much to the annoyance of Shining Armor.

Looking towards Magicon Celestia asked, "Are you going to be busy with the functions of the state today even though it's a national holiday?"

Magicon chuckled, "I hardly consider it a national holiday when everypony is expected to help in cleaning up winter. But yes, though the banks and other businesses will be closed, Equestria does not stop so I will be occupied."

"Good and may I ask why are you wearing that cape?"

Magicon blushed at the mention of it, "Oh, this old thing? Well when one is ruling Equestria one has to look their best, especially on a day like today."

Celestia puzzled for a moment, but shrugged and dropped the issue thinking nothing more of it. Turning to Princess Cadance she asked, "Princess Cadance, what are you exactly planning to do for the day?"

"I was planning on helping Princess Luna with the clean up efforts and deal with the weather pegasi."

Celestia smiled, "Very good Cadance. Well, it looks like everypony will be busy and so will I, so we better eat up before we head out."

With those final words everypony began enjoying their breakfasts and discussed various topics though everypony kept glancing over at the two princesses either out of concern for their safety or their health.

When everypony had excused themselves to tend to their duties Celestia asked Luna to remain behind.

"What's wrong Tia?"

"Did you feel it last night?" Her smile had evaporated into a face of concern.

"Feel what?"

"That magical disturbance. Somepony was conjuring a lot of magic last night and it was really strong suggesting that it was cast close to us."

"And you think Red-Blood cast it?"

Celestia nodded. "It's only logical to think so. Judging from the intensity of the cast, he was doing something and it was close to the Royal Palace."

"This only confirms that Red-Blood is here in Canterlot." Luna was growing worried.

"Unfortunately so. Be on your guard Luna. If anything should happen, flee Canterlot."

"What about you Tia?"

Celestia paused; her voice low. "I will stay and fight him."

"No Tia! You can't!"

"And what if I don't? Red-Blood will hold Canterlot hostage and terrorize the city until we give in. Innocent blood will be on our hoofs if I refuse to fight him."

"Tia…why don't I stay and fight?"

"You're much too tired Luna. Plus, I need someone to rule Equestria should I fall. And if I do fall, I will take Red-Blood with me so you can rule in peace."

Tears were forming in Luna's eyes, "Tia…Don't say things like that. We've always been close and we've always done things together. We can defeat him if I stay with you."

Celestia shook her head, "No Luna. My mind is made up. Red-Blood will be coming for both of us but I'm certain he would rather have me than you. That will allow you to escape and rule Equestria, just like you always wanted."

"I always wanted to rule alongside you Tia, and I was foolish enough to fall to bitterness which transformed me into Nightmare Moon. And-"

Celestia put her hoof to Luna's lips. "Now is not the time for reminiscing and regrets. We both have a job to do right now and I need you to be strong. We've done everything we can possibly do to guard against Red-Blood. Now all that remains is for him to make his move. Be safe Luna."

"You too Tia. I love you."

"I love you too Luna."

"Always sisters."

"Beyond the sun, moon, and earth."

The sun peaked through the gray clouds as everypony in Canterlot began the task of cleaning up winter. All the stores were closed and most of the city was shut down as everypony was occupied with snow removal, restocking gardens, and beautifying the city. Despite the busyness of the city, the ponies remained calm and delicate in their work. There was no panic, no rush, and no chaos as everypony took their time to clean up the remnants of winter.

Though Canterlot was mostly a city of elite unicorns, they obeyed the traditions of Winter Wrap-Up by refusing to use magic. In addition, they had stripped themselves of their formal attire in favor of casual collared shirts and gardening skirts. Though some grumbled about the work, every unicorn knew that Canterlot had an image to keep and present to all of Equestria as a stunningly beautiful city and they were willing to work hard for one day to achieve it.

To clear the sky, pegasi from the surrounding countryside and the few in the city had the task of clearing the sky to allow Celestia's sun to shine through. Princesses Celestia and Cadance joined them in moving the clouds and enjoyed the growing presence of the sun as it continued its slow crossing of the sky. Both were still worried about Red-Blood and kept their eyes on each other and Luna just being extra cautious for their kind.

Princess Luna remained on the ground motivating unicorns and assisting them when she could. She was also excellent for getting grumblers and slow workers to speed up and contribute more to the clean up efforts. Still, she kept her guard up which put her on edge worrying the unicorns around her. She tried to calm herself but the fear of Red-Blood and his attack still scared her greatly. It was like he was watching her every move, just waiting to strike.

From his guard tower Shining Armor kept a close eye on the princesses as his royal guards continued searching for Red-Blood. The extra guard presence was still bothersome to the unicorns, but Shining Armor could do nothing about it until the day was over. He would treat himself to a wonderful evening with Cadance tonight knowing that princesses would be safe from Red-Blood.

As for Magicon, he remained in the throne room attending to the needs of the government and Equestria at-large. From his position he received reports on Winter Wrap-Up efforts from across Equestria, all of which were on or close to schedule. So far, the day had been uneventful for him and he was saddened by his lack of participation in the efforts to clean up winter and protect the princesses.

'I wish there was more I could do so Winter Wrap-Up could end sooner. The sooner it does end, the sooner the princesses can return here where they will be safe.'

The day continued forward at a steady pace as the traces of winter disappeared while no trace of Red-Blood had been found. Shining Armor was growing more hopeful, but still remained cautious. The letter said that Red-Blood would strike at the end of the day so he waited with some worry for the evening to come and for Winter Wrap-Up to end.

Flying down to the guard tower, Celestia asked Shining Armor for any news.

"Nothing so far, your majesty. My guards have reported nothing out of the ordinary and from the looks of it, Winter Wrap-Up will be finished before sunset."

Celestia nodded, "It certainly looks that way, but keep to your duty. It's not over yet."

"Yes Princess Celestia," responded Shining as Celestia flew back to the sky to clear the last remaining clouds.

On the ground Princess Luna issued orders at unicorns growing visibly tired. Her voice was cracking and her legs were beginning to fail her, but she would not let them to get to her. Quickly shaking her head and blinking, she looked around to see the work of the unicorns slowing down.

"Ponies!" she yelled, "Now is not the time for slow work. Be diligent and finish Winter Wrap-Up!"

A female unicorn walked up to Luna, "Beg pardon princess, but Winter Wrap-Up is finished. We're just completing the last of the final tasks."

Visibly embarrassed, Luna stumbled over her words, "Oh…well…then…uh…good job. Yes, good job indeed my fellow unicorns." She turned away from them and decided to head back to the palace. If the unicorns were finished then Winter Wrap-Up was finished as well. She could retire to her room, raise the moon, and ignore her courtly duties for one night. She really needed sleep.

Arriving in the throne room, Princess Luna was somewhat surprised to find it empty except for Magicon who sat next to the thrones of the two princesses. He looked at her with a gentile smile oh his face.

"I assume you're finished for the day."

"Indeed…I am."

"You sound so tired. Why don't you go rest?"

"I would love to. But, the sun will be setting soon and the moon will need raising," gesturing her hoof out the window to the sun which was now nearing the horizon.

"Very well, then at least return to your chamber and try to relax. The shields are still up and no intruders entered the palace so you're safe."

"Thank you, Magicon." Luna smiled as she slowly trotted down the hallway towards her bedroom.

Looking back out at the sun, Magicon noticed Shining Armor, and Princesses Celestia and Cadance returning to the throne room.

With a cheery smile, he welcomed them back from a long day of hard work and brought them forward in front of the royal thrones. "I'm so glad to see you all safe."

"We're not safe yet until the day is over," warned Shining Armor. "Did Princess Luna enter the palace recently?"

"Yes, just a few moments ago. She was very tired so she went back to her room for a little rest."

Shining Armor nodded, knowing with Princess safely behind his shield, Red-Blood could do no damage to her.

"Well now, I think today has been just lovely," Cadance sweetly stated. "Canterlot looks beautiful as ever and I enjoyed working with the pegasi and Princess Celestia."

"I'm glad you did," responded Celestia. "I did too and now I would like to-"

Celestia's voice was cut – off by the loud bang of the doors to the throne room being blasted open. In the doorway stood one lone pony, wearing the black hood, vest, and torn cape of Red-Blood. His eyes weren't the merciless yellow eyes of Red-Blood, but a deep orange. His cutie mark was not the pentagram of Red-Blood, but rather an open blue circle with two crisscrossing lines. His mane was a cream color that badly matched his gray coat. He bore no scares that Red-Blood had. Overall, he looked nothing like Red-Blood and more like a desperate half-insane pony.

The guards lining the wall rushed forward and surrounded the pony their weapons pointing directly at him as Shining Armor jumped in front of Celestia. His voice was loud and unyielding, "State your business stranger!"

The pony did not speak but moved two hoofs forward, his eyes fixed on Princess Celestia who remained motionless.

"I demand that you state your purpose here!"

The pony's eyes looked at the guards before him and chuckled to himself, "This many guards to one pony is hardly fair." His voice was raspy and dry, like a dehydrated pony.

"I do not care what is fair or not," Shining Armor stated as he moved closer toward the pony. "Your appearance and nature are the exact reason I have these guards here to stop you. You will not harm Princess Celestia or Luna today nor anytime in the future."

The strange pony merely laughed and looked at Shining Armor who was now standing before him. "You think a few royal guards will stop me? You are more foolish than I thought."

"I'm warning you, turn around right now and we will spare your life."

"You do not hold my life in your hooves and you will not stop me from completing my master's duty!" He suddenly teleported surprising the guards, but unfazed Shining Armor.

"Find him!" he ordered as the guards began to disperse to search for the strange pony. They didn't look far as the strange pony reappeared in the center of the throne room and charged at Celestia his horn glowing.

"Fire at will!" ordered Shining Armor as the unicorn guards began casting spells at the pony while the pegasi guards flew into the air attempting to catch him. Cadance screamed and hid behind the thrones as Magicon quickly jumped in front of Celestia his horn glowing.

"You will not harm Princess Celestia!" he yelled as he cast his spell directly at the pony who managed to teleport just before the spell hit him.

"Coward!" Come out and fight!" Shining Armor yelled.

The pony reappeared right behind Princess Celestia who screamed and jumped into the air before the pony could lay a hoof on her.

Magicon jumped away from the intruder and tumbled down the steps as the Royal Guards and Shining Armor once again charged at the pony. Glancing at the Princess he got up and motioned for her to follow him.

"I can fight him, you know." Celestia stated as she and Magicon galloped down the hall away from the fight.

"I know you can, but your safety is the most important concern of ours now."

"I've faced worse enemies than a deranged pony who isn't even Red-Blood himself."

"I know, but you're tired and Red-Blood has been messing with your mind. You're scared Celestia and you know what happens if you fight in fear and exhaustion."

Celestia nodded and looked back at the fight and turned down a hallway of the palace.

"Where are we going?" yelled Magicon chasing after her. "Your room is the other way!"

"We're not going to my room," Celestia proclaimed. "We're going to my study."

"Your study? Why?"

"Because Red-Blood is waiting for me there."

Magicon stopped dead in his hoofs. "WHAT!"

Celestia stopped and turned around and walked up to Magicon. Her face was determined, her gaze unyielding. Magicon for once, felt a twinge of fear as she gazed upon him.

"That pony in the throne room is a decoy. Red-Blood would not be so foolish to fight against Royal Guards by himself. He is waiting for me in the one place where he can get in and out without a problem."

A wave of realization crashed against Magicon as he understood what she was doing. "Are you sure you don't want me there with you?"

"I'm sure. This is something I must do alone. Go back to the throne room and capture the decoy." With those final words she spread her wings and flew down the hall towards her study leaving Magicon standing alone, dumbfounded.

Realizing he had a task to do, he galloped back to the throne room. Upon arriving he found everything had quieted down. The room was undamaged and all the guards were standing around gazing at the dead pony in the center of the room. Cadance had left her hiding place and was also gazing at the pony. Shining Armor was circling the room when he noticed Magicon and ran up to him.

"The princess! Where is she?" his voice was edgy and completely worried.

"She's safe, Shining. Calm down. She went back to her chamber. I see you defeated the strange pony, coagulations."

"No time for that now Magicon! The princesses are still in danger! Guards, come with me. We have two princesses to check on." He charged down the hall with Royal Guards following him leaving behind Cadance and Magicon.

"I better go with them. Will you be ok, Cadance?"

She simply nodded and sat down looking at the dead pony.

Magicon left her and ran, not towards the bedrooms, but rather to Celestia's study. The sun was setting meaning that Luna was outside raising the moon which would delay Shining Armor and his guards. Halfway down the hall, he teleported himself into his room, grabbed the item he conjured last night and teleported into Celestia's study.

The room itself was a small, circular one decorated with carpets and mahogany bookshelves. A few tables and chairs were scattered about the room and various scientific and magical instruments were on the floor at the base of the bookshelves. A fireplace was slowly crackling giving the room a calm and inviting feeling. A large window was at one end of the room letting in the final rays of sunshine fall upon Celestia's face and body. She didn't move, her eyes were closed, and her breathing was relaxed.

"He isn't here," she quietly said.

Magicon slowly trotted next to her and stood next to her.

"Are you ok, princess?"

She slowly nodded.

"It was a wonderful day. I'm sorry you couldn't enjoy more of it."

Magicon looked at her and quietly said, "No Celestia. I'm the one who should be sorry."

"Sorry? Sorry for wh-AH!" Celestia screamed as a sharp pain pierced her body and lunged further into her. She opened her eyes and saw the handle of a dagger sticking out of her chest. Blood was seeping out as the intense pain coursed through her. Collapsing on the floor her desperate and dumbfounded eyes looked over at Magicon in disbelief.

"Sorry for not doing this sooner." His voice had changed. It was deeper, menacing, and cold.

Celestia's breathing was rapid and short, and she could only manage a faint whisper, "Magicon…you're….Red…Blood?"

A malicious smile grew of Magicon's face as he menacingly laughed. "No Celestia. You honestly think Red-Blood is still alive? Ha! He's been dead for centuries, but he left behind the tools he needed to finish the job. I'm merely doing what he asked his followers to do."

Celestia was beyond disbelief, she was traumatized. Before her stood her greatest and most trusted advisor; whom she had rescued those years ago, only to reveal his true identity as a follower of Red-Blood while she squirmed helpless on the floor at his mercy. She tried to pull the dagger out of her only to lose more blood. She tried to cast a spell to help herself, but she didn't have the focus to manage one. There was just too much process with Magicon's betrayal and what drove him to it. She was beginning to feel lightheaded.

"Wh…why? Magicon?" her voice was desperate.

"Well, I suppose you can call it my dark passions finally coming to a head. Don't worry Celestia, though I follow Red-Blood's philosophy, I do not subscribe to his methods. Your death will be quick and painless. The dagger was only the first step." The malicious smile grew on his face as his horn glowed a dark lavender.

Celestia's eyes widened in pure terror as she frantically tired to pull he blood-soaked dagger out of her only to have it stubbornly refuse her. Her vision was fading and she was loosing consciousness, the room was slowly spinning and in the center was Magicon with that wicked smile. This was it, it would end here. For more than a thousand years she had ruled Equestria fairly and faced countless enemies both large and small and had come out unscathed. Now here she was, helpless and dying, a pathetic disgrace to alicorns and rulers everywhere. The tears were few, but potent as she braced herself for the final strike.

She thought of her sister, her wonderful sister. She thought of her loving and kind parents who taught her so much. She thought of those four other alicorns who gave their lives to stop Red-Blood and now she failed them. She had failed her sister. She failed Equestria.

Then the memories dispersed. The world stopped, all sound faded, all vision disappeared. The infinite blackness consumed her. Her breathing ceased, her heart stopped, as Celestia lay dead on the rug in her study. The sun set leaving the last colors on the western horizon, knowing that its true raiser would never rise to raise it again.


	7. Chapter 6

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 6**

Magicon took a long breath as he fathomed what he just did. Before him sprawled out in a pool of blood and tears lay the Princess of the Sun, the Co-Ruler of Equestria for more than a thousand years, now lifeless and unmoving. Her beautiful light magenta eyes were closed and her mouth had shut. Even in death her body still maintained its regal composure. Her feathers were neatly combed and her mane remained elegantly tended. The only blemishes came from the dagger in her chest and the black burn mark on her head, both the result of Magicon's deception and betrayal.

His wicked smiled remained as he approached the princess and, using his teeth and a bit of magic, carefully pulled the dagger out of her. He ignored the taste of the blood and the ancient wood as blood gushed from the open wound. The blade was soaked in blood and he set it down in her growing pool of blood. It wouldn't be long before he would have to return the dagger so Magicon was quick to use his time.

Stepping away from the dead princess he closed his eyes and mumbled a long incantation, his horn glowing once again. This time an old and rusted branding iron appeared with the cursive letters 'R' and 'B' at the head. He telekinetically lifted it over to the fireplace, waited for it to become smoldering hot, then brought it over to the dead princess.

Examining her dead corpse for a final time, Magicon thought of the wonderful times he had had with Celestia. Her calm, yet reassuring manner. Her grace and her leadership. Her guidance and compassion. She had left her mark on him which only angered Magicon and with a loud thrust and yell, brought the iron over his head and plunged it right on the princesses forehoof in a cloud of hot white smoke. As it rose and engulfed him, Magicon's anger left as his composure and calmness returned. His mission was complete; he had succeeded and now he could relish in his success.

Removing the iron from her, Magicon gazed in satisfaction at the letters 'R' and 'B' now permanently scarred on her body. Three new markings blemished her once flawless figure and would convince any-pony who the culprit was. Red-Blood had come, killed, and left, all while keeping to his words in that fateful letter. Princess Celestia finally suffered the ultimate consequence and Equestria would never be the same.

Seeing the last rays of light slip from the horizon Magicon dispelled the branding iron back to its origin. He grabbed the blood-soaked dagger and with one final sweep of the room, he looked back at Celestia with emotionless eyes. He had killed his princess in one clean swoop starting with that letter and playing every move perfectly until it cumulated to her now dead body before him. There were no feelings of regret, no feelings of remorse, no tears; only feelings of pride, accomplishment, and wickedness.

With everything checked Magicon teleported back to his chamber. The windows were still shut and the door was locked and, still holding the dagger, he opened the windows to allow the rising moon to penetrate the blackness of his chamber. He went back to his bed, bent down, telekinetically lifted the ancient book from its hiding place and placed it on his bed. He had not locked it from the previous night allowing the magic in the dagger to flow freely from its source here in the book. He flipped to the conjuring page and setting the dagger upon it, he read a series of enchantments as his horn glowed and with a quick flash of purple, the dagger vanished back to its unknown source.

Sighing in relief, Magicon turned to another page, grabbed a quill and scribbled down on the page 'Mission 19: Success'. Scanning over the assignment for the final time, Magicon smirked at how perfectly it had worked. He once feared that he couldn't do it, that his haunted past would consume him. But no, he had overcome it and did the impossible: murder a princess.

Closing and sealing the book, Magicon stared out the window at the tranquil night, waiting. He didn't wait for long as there was a thunderous knock on the door. Jumping off the bed and opening the door, Magicon slightly gasped to see a panting and sweaty Shining Armor standing before him.

He gasped for air in-between his words. "Magicon…we...have a…problem. Princess…Celestia…is…missing."

Magicon faked his gasp and stared at Shining Armor. "What do you mean missing?"

"She's…not…in…her room. Princess Luna hasn't…seen…her."

"She must've fled her room! Or worse, she was captured by Red-Blood! Oh my Celestia! Red-Blood could have her right now!" Magicon began panicking.

"Calm down Magicon. Now…is not the…right time to…panic. We need to search…the palace…and Canterlot for her. I killed that assailant who…used Red-Blood as his cover."

Calming his nerves Magicon said, "You're right, Shining. Now is not the time to panic. If we are to find her we must remain calm and focused. As for the assassin, I have a hunch that he wasn't acting alone."

Shining Armor's brow rose. "Well, if you're right then we better get our flanks in gear." He rushed down the hall leaving a motionless Magicon behind him. Noticing this, Shining Armor spun around shouted, "Come on Magicon. The princess's life is at stake!"

Snapping out of his momentary freeze, Magicon untied his cape, threw it on the bed, and galloped after Shining Armor in search of Princess Celestia. As they dashed down the halls of the palace, Magicon noticed the amount of guards also searching for the princess.

Noticing their haste, frustration, and worry Magicon asked Shining Armor, "How long have you been searching?"

"For about 10 minutes."

"Not to be random here, but where are we going?"

"Back to the last place we saw Celestia."

They charged down a few more halls before arriving in the now crowded throne room. Hundreds of Royal Guards were moving in and out of the hall checking every nook and cranny for some sign of the princess.

Shining Armor trotted forward and spoke to a few guards who shook their heads. He returned to Magicon in a frustrated state.

"No luck, I take it?"

"None whatsoever."

"Don't worry Shining. I'm sure you will find her. You've only been searching for 10 minutes. Like you said to me earlier, there's no need to panic. Let's keep looking."

They both continued their search for the princess, both inside and outside the palace and Canterlot, but the darkness of the night made it difficult to find anypony and their horns offered only so much light. While searching the outskirts of Canterlot, a thought popped into Shining Armor's head.

"Magicon?"

"Hmm?"

"I have an idea. What if we split up to search for Celestia?"

"Well, I don't know about that, Shining. Red-Blood could still possibly be at-large and after-Oh my Celestia! Luna!"

Magicon was about to gallop back towards the palace when he felt a strong bite on his tail.

"Calm your hooves Magicon. You've been rather nervous ever since the assassin attempted to attack Princess Celestia. Princess Luna is safe in her room. I haven't told her about her sister yet but we will have to soon."

"Why?"

"I don't want to worry her. You know how sensitive and devoted Luna is to Celestia."

Magicon nodded.

"But your near gallop did convince me of something," Shining Armor continued. "It convinced me that you do want us to separately search for Celestia."

Magicon looked at Shining Armor with hesitant eyes, unwilling to meet his gaze.

"I…come on Shining. If we are going to search for Celestia separately, we need to check every place over again and this time with few guards. We'll need clues if we are going to find Celestia"

"I agree, now let's get back to the palace."

Arriving in the throne room, hundreds of Royal Guard ponies remained. Some were resting, others trying to console each other; overall the room was anxious of any news regarding Princess Celestia.

Shining Armor mustered his words and volume as he spoke, "You have all done your duty in your quest for searching for Princess Celestia. But a massive search like this will only de-rail efforts to look for clues so you may all return to your quarters for a well-earned rest."

The Royal Guards, however, refused to move. Their loyalty and dedication was astounding, for nothing less would satisfy the princesses and Shining Armor.

Shining Armor smirked, "Very well. Since you all wish to remain at your post, I'm ordering you all to remain here and speak not a word of this to anypony other than yourselves. We must avoid mass panic and hysteria. Understood?"

"Sir, yes sir!" the guards saluted.

Shining Armor and Magicon then left the Throne Room and separated down the hall.

"You sure you'll be ok, Magicon?"

"Of course I will be. I'm not a weak and helpless unicorn."

Shining Armor nodded and began trotting down the long hall towards Celestia's study. Magicon watched him slowly move through the darkness as his small malicious smile returned to his face.

'Oh this is just too perfect,' he thought. He let out a small chuckle and slowly trotted away, waiting for that moment of discovery.

He didn't wait long as a deafening roar erupted down the hall. Magicon recognized the voice and turning around he galloped down to its origin. He saw guards swarming the hall around him running in the direction to Celestia's study.

Arriving at the study, Magicon saw that the door had been smashed by a large body and the room looked the same when he committed his villainy just hours ago. Only this time, Shining Armor was standing over Celestia's dead body fuming.

"How is this possible?" he yelled in a deafening voice. "Celestia! No!"

"Oh my…" Magicon squeaked out, his eyes in false horror as they gazed over the scene. Shining Armor whipped around, fire in his eyes, as Magicon felt a twinge of fear from Shining Armor. His gaze was murderous; almost like he killed Celestia.

"Shining…wh…what happened her?"

"What do you think dumbass? Our beloved princess has been murdered in cold blood! I'm a failure! I couldn't protect her! Red-Blood came, killed her, and is probably now long gone!" He threw his hoof in the air and brought it down with all of his strength smashing a side table.

"If I ever get my hooves on that pony, he'll regret everything!"

"Shining?" Cadance's sweet voice called as she made her way past the guards now cramming into the study. "What's wrong-oh," she managed to stammer before fainting at the sight of Celestia's corpse.

"Remove her," Magicon ordered as Shining Armor continued his rant.

"I will get Red-Blood! He will pay for his crime against Equestria and all of pony-kind! I don't care how long it takes; he will be captured and brought to justice!"

"Shining, what is with the shouting?" Luna's voice emerged as the guards stood aside to let her pass. Pausing to look at the corpse before her, her calm face morphed into one of shock and horror.

"Sister?" she asked. "Tia?" she paused. "No. No, this can't be. This isn't possible! Tia!"

She collapsed next to her sister now hysterical sobbing and shouting.

"TIA! GET UP! GET UP! I WON'T LEAVE YOU! I REFUSE TO ACCEPT THIS! YOU'RE ALIVE, you're alive…," her hysterics slightly quieted as she hugged her dead sister, while the tears and wails continued.

Magicon silently relished seeing everypony emotionally distressed by his work, but he put on his mask and attempted to console Luna who turned his hoof away. Looking around Magicon saw that the Royal Guards were also shocked. Some were sobbing; others were attempting to find comfort in one another; while others just stood paralyzed with infinite emotions. Shock, fear, horror, sadness, rage, vengeance, and an endless number of emotions filled everypony in the study.

Their princess, their protector, their ruler known for her wisdom and warmth was now cold and dead. They realized that the raiser of the sun would never rise again. But many refused to accept it. Celestia had been ruling Equestria for generations and see couldn't die; not yet and not like this.

"She's…she's really…gone," a guard stammered in-between his tears.

Shining Armor quickly whipped around and stormed up to the guard's face, "Silence Private! You're on duty! You have no voice unless you are asked a question! Now get out of my sight before I blast you to bits! All of you!"

The guards, having never seen Shining Armor in this fit of rage, ran through the door tumbling and tripping over each other as they scrambled out.

Sealing the doorway with a door-like barrier, Magicon shook his head at the scene before him. A furious Shining Armor, a hysterical Luna, and a dead princess all lay before him and he didn't care. He was emotionless when he shouldn't be.

'I should be enjoying this. Enjoying their suffering; enjoying their grieving. But I'm not. Why? What is wrong with me? What did I miss from Red-Blood's philosophy? Wait, what if they know? What if they suspect I did it? No, that's not possible. They can't and don't know the truth. They won't know the truth either. I've got to change this picture-'

"Magicon!" shouted Shining Armor dashing Magicon's thoughts as he jumped.

"Wh…what is it Shining?" Magicon stammered.

"Stop standing there like a mindless idiot and help me!"

Shining was attempting to search for clues by mindless destroying and blasting instruments, books, and anything that met his magic creating more chaos in the room.

"No I won't Shining," Magicon flatly stated.

"What? You dare to defy me!"

"Shut up Shining. You're beyond stressed right now and you're loosing your mind. Cease with this destruction right now or I'll have to remove you."

"You have no power to do that!"

"You forget Shining that the princesses and I control the military which includes the Royal Guard. I have the power to remove you with the princess's consent. Sadly, Luna is in a state of hysterics by the devastating loss of her sister. So, I'm in charge for now. So cease the anger and destruction right now!"

Shining Armor met Magicon's stern and unyielding gaze with fire in his eyes. They locked their eyes, neither one moving or blinking. Both looked ready to shoot each other on the spot and blast each other into oblivion. Then both of them felt a spell hit them. A spell of warmth and peace; one that created a sweet and tender feeling inside. A spell of love.

Magicon shook his head to see an awakened Princess Cadance standing in the doorway, barrier removed, with a mix of sadness and determination in her eyes.

Realizing what spell she had cast Magicon turned and say Shining Armor wearing the same expression of apology and curiosity that Magicon wore.

"I'm…I'm sorry Magicon," Shining Armor quietly apologized.

"I'm sorry too Shining," Magicon returned with the same affection. .

'Damn Cadance for having such potent and workable magic.' Magicon thought. 'I'm going to have to find a way to decrease the effects of her spell on me. But later; right now we've got a princess to console and another to mourn.'

Princess Cadance had walked up to Shining Armor and put a hoof on his face. Her face said it all: end the pointless fighting. Help Princess Luna the same way you help me.

Seeing the message from her face Shining Armor beckoned Magicon to follow him and console Princess Luna. Magicon obeyed, shutting the curtains, rebuilding his barrier and sitting down next to the three around Celestia's corpse in the low candlelight. The darkness of Red-Blood had come, but the light of friendship was their hope.

The sun did not rise on the first day of spring. The moon had set, but its counterpart did not even touch the horizon. Equestria remained blanketed in a state of darkness that worried everypony. With no knowledge of the events in the palace many ponies questioned what Princess Celestia was doing or not doing. Rumors began to spread and everypony soon had a different story as to why the sun refused to rise and why Celestia was neglecting her duties.

While the ponies questioned the day, the four ponies in Celestia's Study knew what had happened, but were unsure of what to do. They had remained there all night grieving the loss of Celestia and attempted to comfort each other with stories of Celestia's bravery, heroism, and devotion to Equestria.

But old stories and reminiscing would not mend the gaping hole in their hearts that had once been their special place for Celestia. The tears still came, but were fewer and less potent. They were the tears of the last emotions of the night.

When they passed, the grieving remained. The incomparable and inescapable feelings of loss would not heal easily or painlessly. Celestia had filled each of their lives with hope, warmth, compassion, and love. They had all been close friends who would stick together no matter what happened. But now, one of them was ripped from their hooves and destroyed her. She was gone and would never return. No magic, no potions, and no amount of love or friendship could bring a pony back from the world of death. One could only hope that she was happy wherever she was.

They had been silent for a while before Luna sighed and spoke softly to the group. Her voice was hoarse and broken, but she ignored those trivial issues to deal with her friends and her subjects.

"Friends…I don't know how to say this…but I just want to thank you for your compassion, your sympathy, and your friendship. This is Equestria's darkest hour; there is no doubt about that. But we must think of Celestia and what she represented. We've spent an entire night reminiscing about her and, as much as we don't want to, we must leave Celestia and try to move on. We all have duties to perform and if we don't we'll be causing more trouble for Equestria."

"How will we tell everypony about Celestia?" Cadance asked.

"It's difficult to say right now, Cadance. The fallout will be tremendous. Everypony will be turning to us for guidance and leadership. We must be strong and confident. We must show everypony that we can bear this terrible tragedy and carry on with protecting and serving Equestria."

"Do you plan on searching for Red-Blood?" Shining Armor asked.

Luna thought a moment and shook her head.

"There's no point in trying to finding him. We'll be wasting our resources on a fruitless search. Red-Blood has the advantage of anonymity. He is most likely living like a normal pony somewhere in Equestria right now. We'll see him again, I have no doubts about that, but he does not want to be found and I will not waste the time and energy of our soldiers on a wild pony chase."

"But your majesty, what about your safety? Red-Blood is still out there probably waiting for the perfect moment to strike you."

"Indeed he very well is, Shining. But now is not the time to worry about my safety. Red-Blood did his killings in private and left the evidence in public. As long as I remain in the public's eye the chance of my death is less likely."

"But your highness," Magicon protested, "You're not one for the spotlight to begin with."

Luna paused before responding. "I know Magicon, but I've never raised the sun before either. Things are changing and we have to move with it if Equestria is going to be at peace."

Everpony was silent, understanding the meaning of Luna's words and trying to imagine just how different Equestria would be without the sun princess.

Finally, Luna broke the silence, "I think it's time we admit the truth to Equestria. This will not be easy but it is necessary for the stability and trust of ponies everywhere. We are treading in unchartered waters with uncertain futures ahead for each of us. We must remain united and work together for Equestria and for Celestia."


	8. Chapter 7

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 7**

Luna quietly returned from the balcony overlooking the main square in Canterlot with a grim face. Behind her stood thousands of crowded ponies all with faces of shock, sadness, and disbelief.

Shutting the doors behind her Luna gazed at her small group of friends: Magicon, Shining Armor, and Princess Cadance. All wore solemn faces, but all managed weak smiles toward Luna who sighed and lowered her head.

"That wasn't easy."

"We knew it wouldn't be," Shining Armor stated.

"They're so shocked by this, your majesty," Magicon added. "But somepony had to tell them and be strong. This isn't easy for any of us."

"None of them took it well."

"None of us took it well either," Shining Armor admitted. "We knew her better than anypony but she still had a connection to every single pony in Equestria."

"At least you didn't tell them the facts behind her death," Magicon remarked. "Imagine how worse it would be if everypony discovered that Celestia did not die of natural causes."

"I know, I know Gentlecolts," Luna stated. "But I hate lying to my subjects. They are good ponies; they should know the truth. Lying is something Discord would do, not me and not my sister."

"Sometimes it's best that the public does not know the truth when it isn't necessary. Celestia's death is tragic enough; we don't need to tell them the real story behind it," Magicon declared.

Luna sighed and shook head while Cadance approached her and put a hoof around her.

"There, there auntie. Now I don't like this at all but I have to agree that it's needed to ease the burden. We are the rulers of Equestria and we have a responsibility to carry the heaviest loads of all so that everypony can have a peaceful and life worth living. You have done your duty and everypony thanks you and loves you for it."

Luna felt warmth inside her heart and smiled sweetly at Cadance who wore the same expression.

"Thank you Cadance and thank you all."

"You don't need to thanks us, your highness," Shining Armor said modestly as he slowly trotted up to her.

"Indeed," added Magicon who now joined the group as well. "We're here for each other and for Equestria."

They all hugged each other in a tight embrace as they prepared for the uncertain future of Equestria. Nopony knew what would happen but they would have each other. There princess might be gone but one still remained determined to carry on Equestria for the betterment of all ponies. A lost princess, a new Equestria.

* * *

The news spread even faster than wildfire. Luna was correct when she said the fallout would be tremendous for everypony was shocked by the news of Celestia's sudden departure.

Nothing like this had ever happened before. Everypony had loved Princess Celestia and now they were all shocked and distressed by these recent events.

How could their beloved princess, their raiser of the sun, their light suddenly depart from Equestria? How could she leave them so quickly? She had been ruling Equestria for centuries, possibly even millenniums and now to leave, in a blink of an eye? It was incomprehensible. Yet, it had happened and a huge hole now lay in everypony's heart and in Equestria.

Many gathered amongst their friends and family to mourn the loss of Celestia and contemplate how different would Equestria would be without her. Already the effects of her departure were disappearing: Luna had managed to successfully raise the sun after a full day of darkness, Magicon was still running Equestria alongside Luna with no difficulties, and peace remained. But the feelings of loss and despair could not be removed.

Life, which had been so pleasant, suddenly became a heavy burden. Death came when they least expected it and now everypony was suffering the consequences of it.

Luna had announced a national week would be held in honor of Princess Celestia and Equestria ceased all operations to mourn the princess. Everypony was encouraged to visit Canterlot where the princess lay in state.

Immediately ponies donned their best and saddest attire and made the long journey to Canterlot. Among them was a special group of six ponies whose relationship with the former princess had been indestructible.

Twilight Sparkle and her friends had been extremely close to Celestia and her death struck them like nothing before. When news of her death reached Ponyville, they rushed to Canterlot and soon met with the four Canterlot ponies. Despite the shared feelings of acquaintance at seeing each other again, nopony was feeling content with themselves about the recent events.

The six sat in a small bedroom, teary-eyed, looking up at Princess Luna who narrated the events of Celestia's death. None of them were taking it well.

Pinkie Pie's normally fluffy hair fell into its straight form as she shed cascades of tears. Rainbow Dash attempted a futile effort to hold back her tears while Applejack put a hoof around her and consoled her. AJ was upset herself, but she had experienced death before and knew how to handle this, to an extent. Fluttershy curled up in a corner and buried her face in her hooves as her barely audible cries joined the others. Rarity already donned an elaborate mourning dress that she designed herself and pulled out a hoofkerchief to blot the tears from her face.

As for Twilight, Celestia's most gifted and faithful student, she was what could be best described, in a state of desperation. Overcome with simultaneous feelings of grief, shock, horror, disbelief, regret, and countless others, her head whirled as she attempted to understand what had happened, deal with these emotions, and attempt to remain composed for her friends. It wasn't working.

As Luna continued her narrative Twilight felt herself edging closer to a breaking point, a point of no return. When Luna reached the part about the discovery of the corpse, Twilight was pushed over the edge. She exploded yelling, screaming, bawling, and ranting in an endless tirade of emotions. Everypony attempted to console her; none succeeded. Twilight was beyond help at this point. Just the mere thought of Celestia no longer being around drove her mad.

Celestia had not just been a mentor to Twilight; she was a personal friend. The one pony who understood her mind and her magical abilities. The one pony who showed her how to use magic and control it. The one pony who showed her the true meaning of friendship. The one pony who had changed her life in countless ways. Now that one pony was gone forever and nothing could change that.

There was no spell the ward away these emotions. There was no teacher to ask for advice. There was no light for her. There was only one thing she could do: run.

So, she did. She ran. She ran from her friends, from her brother, from Canterlot. She just ran. The destination didn't matter; what mattered was Celestia.

"She's alive! I know it!" Twilight shouted to herself as she ran, vision obscured by tears. "She's just waiting. Yes! That's it! She's just waiting. Oh, but what is she waiting for? She would have laid everything out: messages, plans, something to guide us. She always had a plan; she always knew what to do; she was the light of Equestria! CELESTIA!"

Life had been so simple and painless. There was little to be upset about. Death sounded like an unimaginable event. It couldn't happen to her. Celestia was eternal and indestructible, but her death shattered that and Twilight didn't even know the specifics of it. But she didn't want to know; she didn't want to hear it anymore. Celestia was alive, she just had to be. She just had to be…

* * *

"How did she die, exactly?" Fluttershy quietly asked.

Luna had finished her narrative with the group of five. Twilight's sudden departure worried her friends, but Luna assured them that Twilight would be ok; she needed to sort this out on her own.

"Like, I said before: from natural causes," responded Luna.

"But that's such a generalized term, your majesty," objected Rarity. "Surely you can afford to be more specific and give us the details."

"No, I really can't."

"Why?" asked Pinkie Pie.

"Because it's for the best."

"That's a load of bullshit and ya' know it," Applejack scolded, causing everypony to gasp.

"What your tongue Applejack," reprimanded Luna. "Scolding me won't change my position."

"It would be better though if you told us what happened that night," reminded Rainbow Dash.

"But, I really shouldn't."

"Your majesty, as difficult as it may be for you to tell it us, think of the good that can come from it. We can help you and help Equestria if the truth is known," Rarity remarked.

"No! I've had enough of this! Retire to your rooms at once! Her death is tragic enough and now you ask me to relive it? No, I can't bear that and I won't bear that! Be gone!"

Luna ran off tears clouding her vision as she ran back to her room. Flinging herself onto her bed she wailed at the loss of her sister.

"I should never have told them. I can't handle this! Oh Tia. Sweet, sweet Tia. I miss you. Why did you have to go? Why did you have to be so generous? Why…why…"

* * *

"Your majesty, I beg you to reconsider," Shining Armor pleaded.

The four of them were seated in Luna's private study. Luna had spent the afternoon locked in her room and only emerged in the comfort of her friends. The funeral was to begin tomorrow and they wanted to go over final preparations before the miserable day arrived. But the topic quickly shifted to Twilight and her friend's arrival and Luna's depression over Celestia's death.

"These six are the bearers of the Elements of Harmony, the peace-keepers of Equestria. They need to know the truth."

"I object to Shining Armor's opinion, princess," Magicon commented. "Though they may be the Elements of Harmony, they have their own lives to worry about and do not need to be brought into this."

'But, their focus is on helping Equestria," Cadance reminded. "Their hearts are in the right place."

"But their heads aren't," rebutted Magicon. "We've already seen Twilight flee everypony. Who knows where she is right now?"

"I do," Shining Armor flatly stated. "You don't think I would let my sister, one of the most powerful unicorns in all of Equestria, get away that easily, do you?"

"I…uh…well then, I didn't-"

"Oh course you didn't. Magicon, you think that keeping secrets is a good thing, but it only creates tension and mistrust between ponies."

"You very well know why we're keeping her death a secret. And don't forget that it was you who agreed that we shouldn't tell everypony what happened that night."

"That was different. That was because telling everypony would have caused mass hysteria. My sister and her friends are different. Equestria has changed and they have a new place in it."

"And what place is that, I wonder?"

"I don't know, but whatever it is we should be helping the six, not hindering them."

"We're not hindering them, by keeping it a secret. We're trying to ease their burden so we can return to a normal Equestria."

"Why does that sound like a cover-up to me?"

Magicon stopped dead, his face flushing to a ghostly pale. He didn't say anything; he didn't even move.

"Did Shining Armor discover the real truth and, if so how? If he did, then why hasn't he arrested me? Does Cadance know? Does Luna know? Oh buck, this isn't going well…I need to go, check on everything. My work isn't finished! I must finish what I was set out to do! I must-Magicon…Magicon…"

"Magicon!" yelled Luna who perplexedly looked at Magicon.

"Oh…was I…talking to…myself again?" Magicon asked, still searching for words.

"Yes, and…wait, did you say again?" asked Luna. "You mean this has happened before?"

"I…uh…would rather not talk about it," Magicon quietly said.

Luna gazed at Magicon with suspicion and decided to brush the issue aside, "Just don't let it interfere in your duties."

"Yes, your majesty," said Magicon with thankfulness in his voice. He was getting away with it, and now would be the perfect time to check on the book, his plans, and Shining Armor. He knew something, that much as clear in Magicon's mind. But what or how much had to be determined.

"If you don't mind, your majesty," Magicon asked in his most polite and sincere voice, "May I depart your presence and retire to my chamber for the day?"

"In just a minute Magicon."

Turning to Cadance, Luna asked, "What should I do Cadance? Should I tell them?"

"I think you know that I stand with my husband on this and not just because of my relationship with Twilight and her friends. Honesty must prevail if we are to have an Equestria for the better."

Magicon grumbled under his breath and turned away from them, glaring at the floor.

Luna nodded, "Very well. I thank you all for your advice and concern and you are dismissed. I will mull over the decision tonight and let you know sometime tomorrow. Good-day everypony."

They left Luna and as they departed, Magicon glanced at Shining Armor suspiciously who returned the same glance before Cadance nudged him and his attention focused to her. She also glanced back at Magicon with a gentle smile which Magicon returned, eyes still on Shining Armor. There was tension in the air; a tension that hadn't existed before.

Shining Armor and Magicon had their disagreements and fights but they always managed to apologize and work together. But this time something felt different. Suspicions were being aroused on both sides and a small wedge of mistrust had formed between them. Whether the actual truth could be found was unknown, but the fact remained that Shining Armor and Magicon were not on the best terms with each other.

Turning away from the couple, Magicon silently trotted back to his lonesome chamber, his cape elegantly catching the air behind him all the way to his room.

Entering his chamber Magicon let out a sigh of relief and flopped onto the bed. It wasn't in his nature to act or feel lazy but the lethargic feelings just felt right. Still, his suspicions about Shining Armor remained. What did he know and how did he know it were puzzling questions that demanded answers. Answers that Magicon was determined to find.

Summoning reserved energy Magicon shut the windows and once again began his magical rituals. The ancient book bore no signs of disturbance nor did any other magical item in his room. The room looked exactly the way he had left it, but the paranoia was beginning to worry Magicon.

He spent the entire night in his barely lit room conjuring spells, checking over his instructions, and keeping an eye on Shining Armor and what he might knew. Despite spying on Shining Armor with his spell and reviewing the history of recent of events over and over again, Magicon could find no evidence that suggested that Shining Armor knew the real truth on that fateful night. Still, Magicon wasn't satisfied.

He began talking to himself again, this time at his normal voice level, "Ugh…nothing. There is not a speck of evidence that suggests he knows anything more than any other pony. But my near failure in Luna's study might make him suspicious and I can't afford that. If he starts asking questions and begins an investigation, who knows where I'll end up. I covered my tracks, I know that, but that still doesn't mean I'm foolproof.

"I don't want to hurt Shining Armor, but if he starts asking questions I might just have to. But for now, events must run their own course. I just hope by doing this, I'm giving myself the best protection possible. The funeral begins tomorrow and my plans for Luna must be set in motion. Judging by her tiredness and bloodshot eyes she has been crying a lot. Perfect. I wouldn't expect anything less. The strain is becoming too much. She can't handle the burden of Celestia's death, raising the sun and moon, and ruling Equestria single-hoofidly. All the better and easier for me."

He laughed at himself. This was going to be too easy. All too easy.

* * *

The day was cloudy, damp, and miserable. The rain lightly fell like a gentle but persistent tap on the land. The day was slow in passing and the sun was not seen, masked behind the gray melancholy clouds. Equestria was in a state of mourning. Mourning for themselves, each other and for their beloved Princess Celestia who had been taken from them all too soon.

They came from far and wide to pay their respects to the princess. The Royal Palace's sparkling gold's and silver's were replaced with gloomy black tapestries and decorations. Life ceased as if the flowers and trees knew what had happened. Ponies, dressed in black, lined up in an endless line leading into the throne room with one goal in mind: pay their respects to Princess Celestia who lied in state.

She lay inside a large coffin draped with the Equestrian flag in the center of the throne room. Royal Guards surrounded her but did so in a method that allowed everypony to see the coffin and pay their respects. The large glass windows were hidden behind hefty black curtains that blocked all light. Candles hovered over the room giving it a mystical aurora. Overall, the scene was one of great sadness and mourning.

Seated at her throne was a tired Princess Luna with Magicon, Shining Armor, and Princess Cadance standing beside her. Magicon wore his cape and hung his head low, avoiding eye contact with anypony. Shining Armor was in full military uniform and watched over the procession with an emotionless face while Cadance wore a tragically beautiful black mourning dress. Out of the four, she looked the worse. Her eyes were bloodshot and her quiet sobs filled the room with the only audible sounds.

Only they knew the real truth. Only they knew how worse Celestia's fate had really been. Only they knew everything and yet unanswered questions remained. Where was Red-Blood? Why was Luna allowed to live that night? What was next for them and for Equestria? Many questions remained and answers were few. Everything was based on guesswork and assumptions. Troubled and dark times fell upon Equestria like a heavy suit that refused to budge.

The four contemplated these questions while watching the procession of silent and single-filed ponies enter the room, circle the princess's coffin, and depart. All were dressed in black or gray and many wore hats and veils to cover their faces. Many of the mares were visibly upset while the stallions attempted to remain strong and console the mares, only for them to shed tears. Everypony felt a special connection to her and all the wonderful things she did for Equestria. Letting go was not easy for any of them.

Twilight's friends were still struggling to accept her death and Twilight's flee from Canterlot. She had not returned and they were worried about her. Even though Shining Armor's guards were trailing her, her friends still wanted to talk to her and hopefully help her.

They were about to leave when Shining Armor galloped up behind them.

"I'm coming with you,"he stated.

"Um…excuse me?" questioned Rainbow Dash.

"You heard me. I'm coming with you. She's my sister and we've been close since our foalhoods. I love her and I'm not letting her get away so easily from me like I did when she moved to Ponyville, no offense."

"None taken, I guess," responded Fluttershy.

"Do ya' think it's a good idea for this many of us here ponies ta be heading out after one, even if she is our best friend?" asked Applejack.

"Oh Applejack, darling, you make it sound like she'll have a heart attack when we see her," Rarity replied.

"Well, considerin' the emotional state she's probably in she may only want ta talk ta one pony rather than all five, well Ah guess six now."

"We should just throw her a party to cheer her up? Duh! A party always cheers everypony up!" Pinkie Pie announced.

"Pinkie, I don't think a party is what Twilight needs right now," Rainbow Dash commented. "What she needs is a good talking to. We need to tell her we're not leaving her; we're her friends and family and we love her. Well, we love her like a friend, I mean."

She said that with red cheeks, trying to avoid any suspicious glares her friends might make at her.

"Don't make me smack a filly, Dashie," Applejack teased with subtle wink as Rainbow turned bright crimson.

"Girls, this isn't the time for such nonsense," Shining Armor interjected. "We're going to find Twilight, talk to her, and get her back to her old self. Celestia may be gone but our Twilight doesn't have to be."

The girls nodded and Rarity stated, "Well, we won't find Twilight by standing here and gawking. We better get going."

So they left. Left somber Canterlot, left saddened Princess Luna, and left the old memories of Princess Celestia behind as they headed forward to find and help their friend.


	9. Chapter 8

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 8**

With Twilight's friends and Shining Armor's departure from Canterlot, Magicon found himself essentially alone with Princess Luna. Though it wasn't the first time it happened, Magicon still relished in it. He always liked her more than Celestia and the two of them had grown close ever since her return to the throne. Princess Cadance was preparing a tour of Equestria to boost morale and confidence after Celestia's death and Magicon was quick to get her out of Canterlot for his plans. It wasn't that Cadance would be a problem; far from it. It was just his chances of success would be greater if Cadance wasn't in Canterlot for his plans.

He didn't know how long Shining Armor and Twilight's friends would be gone but he knew they would be gone long enough to successfully accomplish his goals. He began settling back into his old routine: ruling Equestria, helping Luna, and doing what he could for ponies everywhere.

He accepted his increased role in Equestrian Affairs. Since Celestia's death and Luna's near constant tiredness from raising the sun and moon as well as her nightly court duties, Magicon was in charge of the Equestria's days affairs. Luna couldn't do it all by herself and Magicon knew it.

"Please Princess, I beg you to relinquish some of your duties to ease the load you carry," he had asked her one day after noticing how tired she was from the day's activities.

"Thank you Magicon. You are too kind, but I am more than capable of doing this myself.

"Your highness, I must insist."

"Even if I relent to your demands, are you sure you would be able to perform the duties?"

"We know each other very well, Luna, and we both know that you're straining under your current responsibilities. I can ease that burden for you."

"But how do I know you will carry it out correctly?"

"Because I have done it before. Worse even, remember when you and your sister would shed your royal duties temporarily? Who ran Equestria? Who was in your debts? Who was doing your job, save for the sun and moon? This pony right here."

"Yes, yes I know, but during those times you knew they were never permanent. We always came back and they were never more than a few days. This will be permanent."

"I realize that."

"You also had us to come to in case of emergencies. That won't be the case now."

"You're still an alicorn and you're still alive and ruling. You will be able to deal with any emergency that befalls Equestria. And also, who's to say I won't come to you now in case of emergencies?"

"Because…because…" Luna hesitated before mumbling out her next words, "I don't think I'll be able to handle it on my own."

Magicon paused, somewhat baffled by her statement. "What...erm…what do you mean, princess?"

Luna looked over at Magicon with a heavy heart and sighed. "I just don't know if I can do it, Magicon. I've always ruled alongside my sister. I've never ruled Equestria by myself."

"You're not ruling Equestria by yourself, Luna," Magicon reassured her. "That's why I'm here: to help you. I don't mean to fill Celestia's hooves and I never really will. She left her mark on Equestria forever and nothing can change that. I am merely following her act with a mediocre performance, so to speak."

Luna looked over at him and rubbed the back of her neck, attempting to reconcile her thoughts.

'He is completely trustworthy. He has given years of service and dedication to Equestria. He has the experience and skill necessary to do it. He would fit the role perfectly. We're also so close. Oh, but what about my suspicions; especially after Shining Armor's legitimate question about a cover-up? Could Magicon know something that nopony else knows? Could he be involved with Red-Blood? Could he actually be Red-Blood? What? No! Impossible. I would've felt it. I would've known it. Celestia would've known it and told me. There's just no way he could've done it or know anymore than what I know.'

As Luna thought Magicon sat quietly and waited. He knew she was thinking and wanted to make the best decision possible. But her tired state and the recent events weren't making any decisions easier.

Deciding to ease her mental burden, Magicon suggested, "Luna, if I may put your thoughts at rest, let me say that whatever you decide I respect it though I'm not sure Equestria will."

Luna snapped out of her thoughts and looked inquisitively over at Magicon, "What do you mean?"

"Well, I simply mean that should you decide to run Equestria by yourself your subjects will suffer to an extent. You already said you can't do this by yourself and if you try to somepony is going to end up on the loosing end and by force of habit it will be your subjects."

"Magicon! How dare you assume I would allow my subjects to suffer? I love them with all of my heart and would do anything for them."

"Then give them a ruler that they can trust and who will know how to run Equestria during the day."

"You and I both know who that pony is and I have no real choice here, do I?"

"Not unless you want to have a breakdown or have your subjects suffer. What harm can come from my ruling? Equestria has changed and we must move with that change."

Luna sighed and slowly nodded, "Very well Magicon. You shall be the Ruler of Equestria by day and I will maintain my status as Ruler of the Night."

"I'm glad and thankful for your wise decision, your highness," Magicon bowed to emphasize his words.

"Consider it your repayment for the times that my sister and I left you in charge."

Magicon suppressed a chuckle, "Yes, well, very good princess."

That had been two days ago and now Magicon savored this new position. Since the day was always busier than the night Magicon was now basically running Equestria as he deemed fit. All of Equestria was at his hooves and only Luna stood in the way from it being the actual truth. She would have to get out of his way and soon.

There was more to removing Luna than just lust for power though. There was Red-Blood's plan that needed finishing. Red-Blood had been a criminal mastermind; no, an evil genius. One who knew not only how to plan and scheme but also knew how and when to act. Though Magicon was just one of his pawns in his ultimate plan for the death of Alicorns, Magicon felt that his place was the most important. Mission 19 was already a success and Mission 20 would be one too.

He felt the growing arrogance of his task and his power as Ruler of Equestria and he liked it. For so long he had to hide. For so long he was alone. For so long he had suffered and now his redemption had come. He had deceived everypony and none would ever know the truth before it was too late for them. Everything had gone perfectly, no wait it hadn't. There was something that had gone wrong that could pose a problem: Shining Armor.

"If he becomes suspicious I'm going to be in deep trouble. He must not know the truth. His search for Twilight will give me the time I need to prevent the truth from becoming known. I can't trust Shining. I was foolish to think I could. Now he knows my past and can use it against me. He knows about my parents which probably makes him suspicious. He might think that I wanted to avenge my mother's death and my father's abandonment by taking it out on Celestia. Oh how foolish he is. Nothing could be farther from the truth.

"My personal past only helped me grow and become what I am today. My struggles brought my in contact with my old master and with Red-Blood's philosophy and plans for Equestria; an Equestria without alicorns. One down, one to go."

* * *

"Do you think we'll actually find her?" Fluttershy asked.

"We have to. We're not giving up or going home until we do," Rainbow Dash confidently stated.

The six were seated in a railway coach heading north towards the Griffin Kingdoms. The latest reports from Shining Armor's tracking indicated that she was either close to or over the border.

"Rainbow Dash is right. She's our friend and we have a responsibility to help her in times like this," Rarity asserted.

"But even with all them fancy royal guards and all, do ya'll think Twilight will actually be found?" Applejack asked.

Shining Armor chuckled, "You underestimate the capability of me and my men, Applejack. I have no doubts in their ability to conduct a search, especially for my sister."

"And what if they should fail?" straight-haired Pinkie Pie harshly asked jumping directly in front of him.

"They won't and we won't fail, Pinkie. We can't," Rainbow Dash said. Pinkie Pie acknowledged Rainbow's words but still glared at Shining Armor and made an 'I'm watching you' gesture towards Shining Armor before returning to her seat.

"Ok, say that we do find her but what if she don't wanna talk to us?"

"Oh Applejack darling, why would you say such a thing?"

"Because of her emotional frenzy over Celestia's death. Ya' saw the way she ran out there a few days ago. We don't know what kind of Twilight we'll find where we're goin'."

"Applejack, do you think we're going to find a deranged Twilight or something?" Pinkie Pie asked.

"Naw, course not. Ah'm just worried 'bout her. Ah mean ah don't think she'll wanna see her friends."

"It's not about what she wants Applejack, it's about what she needs," Rarity remarked. "Look, I know Twilight is going through a lot right now but we can't assume she'll be insane and not wanting to see her friends and her brother. I'm sure if we stick together and help her, she'll be honest with us."

"Yeah, I mean Twilight was so close to Celestia but she's also really smart. She can't keep her emotions inside her and I'm sure she's thinking and trying to find the best way to help herself, I hope," Fluttershy squeaked in.

"Yeah, and even if she doesn't want to talk to all of us, she may be willing to talk to one of us in private," Rainbow Dash added.

"We can only hope," Shining Armor lamented. "We can only hope."

They all stared out at the vast countryside and growing mountains as their train chugged along. This wasn't an adventure to solve a mystery or help the princess. It was a journey to save their friend and help ease the pain for her, for them, and for Equestria.

* * *

"You summoned me, your highness?" Magicon asked in the doorway of Princess Cadance's room.

"Yes, I wanted to talk to you, if you're free."

"I always have time for you, Princess Cadance," Magicon politely allowed and entered the room closing the door behind him. Her sweet, yet skeptical eyes followed him as he sat down and drank a cup of tea she offered.

"So, what can I do for you, Princess Cadance?"

"Please end the formalities Magicon, just plain Cadance will do."

"Yes, Cadance."

"I need to know something and please be honest with me."

Magicon remained silent, though his thoughts were already coming up with possible answers to a variety of questions.

"I know Shining Armor went to visit you two nights before Celestia's death."

A sudden pang of shock hit Magicon, but he continued to hold his expressionless face albeit with greater difficulty.

"What I want to know is what you two discussed and what became of it."

"With all due respect Princess Cadance, that is a private matter between and Shining Armor and I."

"I am not asking for the information for public purposes, I am asking as a concerned wife who has noticed changes in her husband's behavior."

"Again Cadance, I must deny your request. That matter is private, but I will tell you that you shouldn't be concerned with it. It has nothing to do with you or Equestria."

"Haven't you noticed how often you get into arguments with my husband? Hardly a day passes where you two don't end up in an argument. Something happened that night between you two and I must know what it is."

"Cadance, I'm sorry if Shining's behavior has changed but I'm not the one responsible for it."

"But what about your arguments with him?"

"We simply have different opinions and are vocal about them. We've argued in the past. I see nothing different about our arguments now and then."

"The fact that your arguments are so heated and scaring me and Luna is a sign that something has changed. What happened that night?"

"I won't tell you Cadance."

"Don't make me force my magic on you."

Magicon laughed, "You were never the type of pony to throw threats, especially empty ones. Besides, we both know that your signature spell requires two ponies in order to work and you can't use it on yourself."

Cadance sighed before continuing with a hushed voice, "I didn't want to have it come to this but I must know what caused my husband to change." Her horn began glowing pale blue.

"Make one move against me and I'll have you arrested," Magicon declared.

"Magicon! You would do such a thing?"

"Don't make me, Cadance. I don't want to but I will do it to protect the ponies I lov-" Magicon cut himself short his face now bright red from anger and embarrassment.

"Lov-? You mean love?" Cadance suddenly found herself flustered and distressed. Shining Armor couldn't be? He wouldn't. He wasn't cheating on her and with another stallion of all ponies? Impossible!

"No. No. No! Cadance, it's not like that! I would never-"

"Shut up!" Cadance yelled tears now in her eyes. "I've had to deal with my aunt dying and the other one isolating herself in the same week! And now on top of that I have a husband that's cheating on me? And with another stallion of all bucking things!"

"Cadance please! I didn't! I swear to it!"

"How can I trust you now?" Cadance asked as she collapsed into sobs, "you wouldn't tell me what happened and I have no choice but to assume the worst! It all makes sense anyway. The cover-up question, Shining Armor's changed behavior, your arguments, and now this! Oh I can't stand it!"

"Cadance please stop crying! That's not the truth! You're the pony who represents love and let me ask you this: did you actually see or feel any real love between me and Shining Armor?"

Cadance ceased her sobbing and paused, "Well, not quite."

"Exactly! Shining Armor and I are merely good friends. We've done nothing like that. He would not betray you like that. He loves you Cadance, I see it. You are everything to him. I'm just a good friend, nothing more. You're his world and more and he would never leave you for any other pony, mare or stallion."

"But there was something I saw, perhaps just the tiniest hint of real affection." Her crying resumed.

Magicon was beyond red with embarrassment as he forced out the words. "Well, um…yes, Cadance. I won't deny that I did have some feelings for him when we were younger and before he became involved with you. But we never did anything, I swear! He doesn't even know my past feelings for him. They were not mutual. I know that he only likes me as a friend and nothing more. And I've moved past my old feelings. I'm not attracted to him anymore."

Magicon's words somehow calmed Cadance and her sobs quieted as Magicon telekinetically brought a hoofkerchief to her.

Her voice was muffled and hoarse as she spoke, "Magic…Magicon…please be…honest with me, is what you say…true?"

"Absolutely Cadance. I would never do anything to hurt you or Shining Armor. You better get ready to leave."

Cadance nodded and began composing herself with Magicon's assistance. They didn't talk much afterwards other than checking over items for Cadance's departure.

They walked through the palace together to Cadance's carriage. Her tour was going to be a few weeks so saying good-bye was not easy. Arriving at the carriage porch they were greeted by the small smile of Princess Luna and Royal Guards.

"Do take care of yourself, Cadance," she advised.

"I will Luna. I promise."

"Cadance, I hope that we can see past prior events and remain good friends," Magicon hoped.

"Of course, Magicon, and I'm sorry for my attitude. It wasn't right of me to be so forceful."

"No, Cadance. It is I who should be sorry. I should've been more open with you."

They both smiled and hugged each other as Luna looked on.

"Cadance I just want to say, on behalf of myself, Magicon, and all of Equestria, we thank for your kindness and love to everypony. Your commitment to Equestria during this dark time will bring us to a new light." Princess Luna bowed before Cadance and Magicon quickly followed.

"Please Auntie Luna; you give me too much credit."

"I give credit where it is earned and you have earned it. Now go and help Equestria."

Cadance smiled and nodded before Luna and smiled at Magicon who returned the gesture.

Climbing into her carriage, Cadance stated, "Keep me updated with my husband and Equestrian Affairs."

"Will do Cadance," responded Magicon as Cadance's carriage took to the sky leaving him and Princess Luna standing alone. She turned around and began walking back inside with Magicon following her.

"She's a wonderful pony," remarked Magicon as they strode back to the throne room.

"She is indeed. I hope she has great success in her mission."

"Oh, I'm sure she will. Cadance is not the type of pony to back away from a challenge, especially for a cause she believes in."

"You're right, Magicon, and I wonder why were you and Cadance apologizing just before she left?"

"Oh, it was small, trivial matter; nothing that you need to be concerned with."

Luna shrugged and dropped the issue. Magicon could be trusted. He was not just the essential Co-Ruler of Equestria; he was also a personal friend. If something was a problem he would bring her attention to it.

Desiring to change the subject Magicon suggested, "You better get some rest, Princess. We have a few more hours until the end of the day."

"That sounds like a good idea, Magicon. You will manage running Equestria?"

"I have not failed you yet Luna and I will not fail you."

"Very good then off you go."

Magicon separated from Luna and went to the throne room while she returned to her chamber. Arriving there, Luna collapsed on her bed with a loud thud and sigh. So much had changed in such a short time and it was overwhelming to anypony, especially to her. She had lost more than just a sister; she lost the light in her life. Sure, she could raise the sun everyday, but she didn't enjoy a moment of it. Each day and each sun bore a painful reminder of everything that was Celestia: her warmth, her confidence, her determination, her loyalty, and her love.

Everypony aspired to be Celestia. Nopony aspired to be Luna. Nopony even cared about her. She had redeemed herself and taken her rightful place at Celestia's side and that was it. Nothing more. Her existence was not celebrated, her role in the night was not noticed All the ponies cared about was her sister.

She wasn't meant to rule Equestria by herself nor did she ever expect herself to preside over her sister's violent death. Celestia left nothing for her; no plans, no prophecies, nothing. Luna had to pick up the pieces and each one was a struggle; a struggle that was becoming more and more difficult. She could pass on the tasks but how much could she pass on before her very presence would disappear?

'Does anypony really care about me? Do my subjects even like me? They always liked her more; they always trusted her. They never really loved me. They always loved her. No. I mustn't think like this. It was these feelings that drove me to hurt Equestria and Tia. I won't do that again. I won't hurt the ponies I love. What would Tia think? What would she say?

'She'd probably say 'Oh, Luna I'm so disappointed in you.' She wouldn't approve of the way I've handled things. They're pathetic next to her. She did everything right while I…'

Luna sighed. She knew these thoughts were false yet she couldn't shake them. Past feelings of disappointment and embarrassment could not be erased; nor could the memories of her sister. That's all she had left of her; those precious memories.

Luna had only been back in Equestria for a few years and now she was alone. Why did Celestia have to go so soon? Why didn't see leave anything behind? Why hadn't see taken more precautions? Why did she do so little in one thousand years? Why? Why?

Attempting to cast those thoughts aside, Luna slowly walked out onto her balcony. The cooling air calmed her thoughts but the last rays of sun could still be seen. To Luna these were the painful reminders of her sister. Tia had made her last breaths at this time; she struggled to live, and failed. Luna understood failure all too well. She had been a failure most of her life and would never be as good as her sister.

Nevertheless, she made a promise to herself and to Tia: she would not abandon her throne while she lived. In the name of her sister, she would continue to rule Equestria. It was what Tia would've wanted.

Taking a deep breath Luna watched the last rays of sun slip beneath the horizon and turned towards the now-darkened horizon and began raising the moon. Its feeble light did not give the warmth and joy that was Tia's sun but it gave the comfort and calmness of reflection and meditation. She could think about the unanswered questions that persisted and invaded her mind. She didn't know if she had any answers nor did she know if she could fine them.

The only thing that she definitely knew was this: her sister gave everything to Equestria, including her life, while she still remained for mysterious reasons. What she didn't know was that a malicious smiling, crimson-coated unicorn hid in one corner of her chamber watching her intently, his horn glowing.


	10. Chapter 9

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 9**

Magicon silently watched Luna raise the moon. He knew it was going to be a long night, but he was determined to finish his work. After separating from her, Magicon did not return to the throne room, but rather to his own chamber. He knew what he was going to do and he knew how to do it. Red-Blood's spell-book contained a very potent and useful spell that would accomplish his goal.

Luna would die tonight, and by his hoof. He would give her the means to the end and bring the end himself. From his corner he observed just what he was expecting: a grieving and depressed Luna. He could see it in her eyes and body language. She missed Celestia so much. She couldn't handle the loss. She was suffering.

Seizing upon her suffering Magicon cast his newly learned spell at Luna. She made no physical change but Magicon saw a small lavender aurora surround her head like a light mist. According to the book, the spell would exaggerate feelings of depression and sadness that were already present. Since Luna was already grieving over the loss of her sister the timing was perfect for the spell.

He didn't know how the curse would actually work but he could see her thinking and contemplating with matching facial expressions. Some of them were unnatural, others just extreme emotions. Whatever she was feeling, it was not pleasant. All the better to make his move.

Releasing the curse that held herm Magicon stepped out of his corner into the moonlit room never removing his eyes off of Luna, who had returned inside but still gazed out the window.

"Hello Luna," he said.

"Ma…Magicon! You startled me."

"I do apologize, Luna."

"You are forgiven, Magicon. I was so absorbed in my thoughts that I didn't even hear you knock."

"Oh, then I hope I am not disturbing you in anyway. I would _hate_ _to do that_." He spat out those last words like venom.

"What's with the attitude, Magicon?"

"Oh, that's just my voice when I'm tired from a long day of ruling. Much like yourself."

"Yes, well the day is over for you and it's just beginning for me. I better head to my duties, while you should get some good rest."

"Luna, why don't you just stay a little bit? I'm sure the duties can wait."

"No, I really must go."

"But I insist."

"Thank you, but I-" Luna suddenly felt a sharp pain in her head and shut her eyes to try and numb it.

"No, you will stay, Princess Luna," Magicon commanded in a deeper and darker tone, his horn glowing as he cast a mind-controlling curse on Luna.

"I…I…yes, Magicon. I will stay." The pain ceased and Luna lost all thoughts of attending to her royal duties. However, the memories of her failure and Celestia remained and she sighed.

"Something wrong, Luna?" Magicon asked, his voice now returning to its false tembre.

"Oh it's nothing really."

"No, I can tell something is bothering you. What is it?"

"I can handle this, Magicon."

"It's Celestia isn't it?"

Luna made no reply and sat down on the floor staring at the carpet before her.

"Oh Luna," Magicon continued. "What about her is troubling you?"

"I…miss her," Luna whispered.

Magicon was slow and delicate with his words, "Oh Luna, there's nothing wrong with missing her. She was your sister. She loved you with all her heart."

"I know, but…"

"But what?"

"I keep having these feelings...these feelings of sadness, like nopony cares about me or appreciates what I do. They always loved Celestia more than me and even in death they still love her more than me."

"I know it's hard for you, Luna. I couldn't imagine losing a sibling. But you must know that your subjects love you. T hey may not show it in the way they did like Celestia but they still love you."

"It's not just them, it's Tia too."

"What's wrong with Celestia?"

"It's just…I keep having these flashbacks of her. The times when I failed her and how she would scold me for it."

"But that was a millennium ago."

"I know but I still can't get the images out of my head. I keep thinking that she would be disappointed by my ability and ruler-ship now."

"Oh Luna-"

"And it's worse," tears were now forming in her eyes and her voice was beginning to crack. "I was never meant to rule Equestria by myself. I was always by Tia's side. I was nothing more than her sidekick. She did all the heavy lifting while I just stood there helpless." Her tears now streamed down her face as she sobbed.

"Oh Luna, sweet, sweet Luna. You mustn't think these thoughts. You know that Celestia considered you her only equal. She always wanted to rule alongside you. When you returned there was a part of her that changed for the better. She was kinder, sweeter, and more loving than every before because of you."

"But that only made everypony love her more and love me less."

"They didn't know you, Luna. They grew to know you and now they turn to you for leadership and guidance."

"Neither of which I truly have. Tia said it herself, we were meant to rule together. She may have been able to do it alone but I can't. I just can't." Luna now broke down into hysterics.

"Luna, please! Calm down! I know it's upsetting but crying about it is not going to solve anything." His words fell upon deaf ears as her hysterics continued. Magicon sighed, "What if I told you that you could be with your sister?"

Luna's ears flipped to attention and her crying immediately ceased.

"There is a way you can be with your sister," Magicon continued.

"There is no way I can be with her. She's gone and I'm still here and we both know that we can't bring the dead back to the living."

"No but we can bring the living to the dead."

"What do you mean?"

"Luna, how much are you willing to give to be with your sister again?"

"I would give everything."

"Including your life?"

She paused for a moment and quietly said, "Even my life."

"Then there is something we can do." Magicon turned away from Luna and walked towards the darkened chandelier dangling in the middle of the room.

"What is it? What can we do?"

"Come here and I will show you."

Luna rose from her place and followed Magicon toward the center of her bedroom.

"Now I want you to sit down, close your eyes, and think of the happiest memory you can of Celestia and don't tell me."

Luna did as instructed and filed through all the joyful memories she had of Celestia. Her youthful playtimes with her and her parents, her joyful and exuberant personality, and her delight at seeing Luna return to the throne after her banishment. These were all such wonderful and powerful memories but the one that Luna settled on was the one that brought the greatest happiness to her.

_The sun was just beginning to set and a foaled and blank-flanked Luna stood beside a foaled and cutie-marked Celestia. Behind them stood their parents, each with gentle smiles. They stood on a grassy hilltop watching the sun as a gentle breeze ruffled their manes and coats. The sun was slowly falling towards the horizon as Luna took a big gulp and looked back at her parents. They wore gentle smiles and her father gave her a slight nod. Luna turned to Celestia who looked over at her younger sister with such compassion and love. Celestia gestured her hoof out towards a small patch of grass in front of them and began walking forward._

_Luna looked back at her parents who gestured her forward and she did with some confidence. As she joined her sister she felt her nerves get the better of her and began shaking. She suddenly felt like she couldn't do it; that it would be too much, and too hard for somepony like her to do it. She turned away from the sun, shutting her eyes, ready to run back to her parents and way from this. But she felt a wing fall on her back. _

_Glancing up, she saw her sister looking at her with such a sympathetic smile. _

"_I…can't do it…sis."_

"_Yes you can, Luna."_

"_No, I can't. I'm too afraid of it."_

"_There's nothing to be afraid of."_

"_But…it's so big."_

"_All the more reason to try."_

"_What if I fail? What if I'm not good enough?"_

"_It's not about being good Luna; it's about doing your best. It took me four times to get it right and I was older than you. You're going to do it on your first try."_

"_You…really think so?"_

"_I don't need to think; I know."_

_Celestia tucked in her wings and backed away from Luna gesturing her towards the horizon. The sun was giving its last rays of light and with new-found confidence Luna turned towards the dark horizon and closed her eyes._

_With a deep breath, she closed her eyes and began focusing her magic. Her horn began glowing and Luna began to feel the pull of an object so big and so heavy that she could barely control. She wouldn't give up though. Her sister said she could do it and her parents did so too. She would not let them down. She would do it. With a greater effort, Luna pushed herself further. She could feel her magic working its way through and around the object and slowly responding. It was beginning to move and rise above the horizon._

_Luna felt the top of object climb over the horizon, but she didn't open her eyes. She continued working, putting every ounce of magic she had into it. Sweat droplets were now forming over her brow, but she ignored them. She was going to do it and was succeeding. _

_Then suddenly she felt her magic reach its limit. She was losing control. The object was no longer responding to her. It was resisting. Her magic wasn't strong enough. It was too big, she couldn't do it. She had reached her limit. Realizing it, she let the object go and collapsed sobbing. _

"_I…just…couldn't…do it. It's…just too…big."_

"_Luna," Celestia's sweet voice answered, "Nothing is too big for you. Why don't you try again?"_

"_And fail you, mom, and dad again? Face it, Tia, I'm a failure. Just a big failure. I don't deserve to be your sister."_

"_Nonsense, Luna. You're not a failure and I'm proud to call you my sister. I love you, Luna. Nothing will ever change that. Why don't you try just one more time? You're already halfway there."_

_Opening her eyes Luna saw that her sister was right. Half of the object had cleared the horizon, the other half just below. _

"_I…don't know Tia. I just don't think I can do it."_

"_You already came this far. Are you going to quit now? Is that my sister, a quitter?"_

_A small fire was ignited inside Luna that quickly grew. She ceased her sobs, rose past her sister and with fierce determination began once again. Just like last time she felt the object respond and move to her magic and once again she felt the wall of resistance. But Tia and her parents believed in her and she believed in herself. That was all she needed. _

_Suddenly the task became easier. She wasn't sweating anymore. In fact, she felt calmer and more collected. The object was not only responding to her magic but moving with it, like a blade of grass in the breeze. Before she realized it Luna felt a hoof on her soldier and opened her eyes looking up at her older sister who gestured out towards the horizon. _

_Now just floating in the sky above the horizon was the object that Luna had struggled to raise now slowly moving on its own higher into the sky bathing the land in light. Luna stood in pure amazement at what she had accomplished and jumped towards her sister tears in her eyes. These were not tears of sadness, but tears of joy; the most potent and meaningful of all. Luna was ecstatic and she had her sister to thank for it._

"_Tia, thank you so much for believing in me! Without you I would have never done it!"_

"_You didn't need to believe in me to do it. You needed to believe in yourself and you did."_

"_I…love you, Tia."_

"_I love you too, Luna."_

_Despite what her sister had said Luna still felt so thankful for her confidence in her. Celestia had helped Luna do the one thing that was unique to her and her alone: raise the moon._

"Do you have a memory?" Magicon's voice asked.

"Mhm." Luna nodded still keeping her eyes closed.

"Good, very good. Now Luna, I want you to take a deep breath and count to ten. Keep thinking of that memory. Allow it to fill you completely."

Luna did as instructed, trusting Magicon to his words. She took a deep breath and relived the memory to its fullest extent with all of its sights, sounds, touches, and smells consumer her. She felt so happy inside; this was a treasured memory for her and she was thankful for Magicon for bringing it out and using it to help her be with her sister.

She felt a somewhat hard and scratchy object encircle her back and curve its way towards the front. It was weird. It felt rough and somewhat unpleasant and it was telekinetically moving closer around her heck.

Suddenly it tightened its grip around her and Luna gasped as she suddenly knew what this object was. She opened her eyes and was shocked by what she saw. A malicious smiling Magicon stood before her, his horn glowing, as a large and thick rope rose from her neck up to the chandelier hanging from the ceiling.

She gasped for air as the rope closed around her neck and suddenly felt herself hoisted up into the air. Dangling in mid-air, she began to spread her wings to fly but felt another rope, this one thicker, capture them and bound them closer to her body. Unable to fly or run and quickly losing air she brought her hoofs up to the rope and attempted to loosen it. Even the slightest gasp of air would be a relief. Her eyes scrambled around for something, anything, to help her but nothing was available.

She was now desperate for air and her face was a full purple. She couldn't focus a spell nor could she slip into her mystical form, the rope was too tight and the magical energy in it was too strong. Magicon had betrayed her and she was now going to die. While she gasped for air she managed to hear Magicon.

"Don't fight this, Luna, this is what you wanted," his voice was now deeper, darker, and menacing. "You wanted to be with your sister, didn't you? Well now you're going to be, forever!"

His horn glowed an intense purple as the ropes tightened around Luna who frantically fought them to no avail. Her vision was fading and she was loosing consciousness, the room was slowly spinning and in the center was Magicon with that wicked smile. This was it, it would end here. She had redeemed herself and trusted everypony only to have one of her closest allies now strangling her. Here she was, helpless and dying, a pathetic disgrace to ponykind and to her sister.

Yes, her sister, her wonderful sister. She thought of her and all those happy memories that now flooded her. This was it, it ended here. She failed her parents, she failed ponykind, and she failed her sister.

Then the memories dispersed. The world stopped, all sound faded, all vision disappeared. The infinite blackness consumed her. Her breathing ceased, her heart stopped, as Luna now hung from the ceiling in her bedroom. The moon rose in the sky, its glow just ever so darker, knowing that its true raiser would never rise again.

* * *

Just like with Celestia's death, Luna had been all too willing and easily fell victim to his betrayal. But unlike Celestia's death, Magicon did not feel the joy come from this death. He and Luna had been so close and a part of him wished he didn't kill her; but he knew that's what the mission required. The final alicorn had fallen and now Red-Blood's purification was complete.

So what if Cadance lived? Red-Blood didn't know about her and his followers before Magicon couldn't determine who she was anyway. Now that Magicon knew of her existence and history, he would save the task for the next pony in line. Give that pony something worthwhile to accomplish. Now that his tasks were complete he would have to begin searching for that other pony. Somepony to follow him and finish this new and final phase of Red-Blood's plan. Who that pony was, he did not know, but he would begin the task of finding him or her soon.

Another aspect that Magicon realized with Luna's death was his immediate ascension of the throne. He was now the ruler of all of Equestria. Nothing and nopony could stop him and nopony would. Before, he had been restrained by Celestia's and Luna's presence. Now with both of them disposed, Magicon could now do whatever he willed on everypony in Equestria. It was time for change.

Gazing at the now dangling corpse of the former princess, Magicon released his magic allowing Luna to gently sway in the night air in the center of the room. Her flowing mane was now still and her body was turning cold. Yet, even in death Luna still retained her calm disposition.

Magicon was silent as she gazed at her with an empty heart and around the darkened room before walking out onto the balcony. Now looking out over Equestria bathed in moonlight, Magicon looked up at the moon and realized that the night would not end.

With Luna's death there was no alicorn to raise the sun or the moon. Equestria would fall into a perpetual state of darkness where no light shined upon it. While Magicon would like that, he knew that it wouldn't work for the ponies who depended on the natural cycle of the sun and moon for food and their daily lives. Now as their true ruler, he had to show concern and tenderness to everypony. It wasn't going to be easy but he had already done it before and he knew he could do it. Just because he committed murderous acts didn't mean that he wasn't incapable of compassion and kindness.

It would be that compassion and kindness that would hide him. He would do what would be best for Equestria and rule to his dying breath and nopony would suspect what part he truly played in the murder of Princess Celestia and the "suicide" of Princess Luna. It had gone perfectly and now he could breathe easy. Only one pony was suspicious and that suspicion would disappear over time. There was no need to worry, right?

"I have everything under control. Everypony knows that Celestia died of 'natural causes' and Cadance, Shining Armor, and I know she was murdered by Red-Blood. Wait, Shining Armor left with Twilight Sparkle's friends and he might-No! Dammit! How could I be so stupid? He might tell them everything! Shining Armor can't be trusted; nopony can be. That's for fools. I need to control him and make sure that the truth remains between the three of us. I need him back here. I'll send for him once Luna has been 'discovered'. That'll work beautifully.

"As for Luna, well her 'suicide' will convince anypony that she couldn't handle being left without her sister. That makes me free and clear, though I will have to keep a close eye on my advisors." He chuckled at the thought of him now being superior to ponies. "It has already felt good to rule by myself when the Princesses were alive. Oh, I can't wait to rule without them and change Equestria for the better. So what if Red-Blood never wanted to be ruler; he never had the chance to. But I changed that. I'm now the ruler of all Equestria!" He flourished his cape for emphasis.

"I will need a title of some sort. A title that commands respect from everypony in Equestria and beyond. But I'll think about that later. Right now, I better head back to my chamber and mark my progress."

With a quick spark, he teleported back to his chamber, unlocked his book, telekinetically picked up a quill and wrote 'Mission 20: Success'. He turned the page and was surprised to find it blank. Flipping forward, he found the next pages blank as well. No more missions had been written, no more tasks to complete. Yet one alicorn still lived and she must not live.

Telekinetically picking up his quill, Magicon began writing down the next mission for his future apprentice. 'Mission 21: Kill Princess Cadance'. He would instruct his apprentice in the ways of Red-Blood just like his master had done to him and the masters before that. The next one would rise and would be trained; it must happen. Nothing would stop that. Red-Blood wanted every alicorn killed in Equestria and Magicon would deliver even if it wasn't by his hoof.

He had already killed the two most powerful alicorns in existence and was going to indirectly kill the last one. He would be remembered in Equestria for his leadership and guidance in this dark time while Red-Blood's followers would remember him as the pony who finished the task as instructed. His patience had paid off and he had succeeded. He had changed Equestria and he would change it further. Everything would be different from this point on. Everything.


	11. Chapter 10

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 10**

Their train finally pulled into the last station before crossing the Equestrian border. Agreeing that it would be better to find Twilight and avoid attention to themselves, they disembarked and agreed to finish the journey on hoof. They stood on the platform and watched the train leave them behind in a cloud of steam and smoke. Other than the six of them, the platform was devoid of any other ponies.

The air had a different feel in this section of Equestria. It was colder, gustier, and lighter. At this elevation, they realized that finding Twilight was going to be a slower process. The presence of snow didn't help the matter. They wondered how one single pony managed to even get this far and this high without succumbing to the elements or the natural dangers of the mountains.

The mountains of Northern Equestria were known for their inhabitability and the dangers they presented to most ponies. The Griffon Kingdoms were known for high mountains, gusty winds, and cold climates. It defended the Kingdom's scenic and unspoiled interior allowing the Griffons to maintain their independence from most of the world. Yet it was those high mountains that trained the griffons in their exceptional flight skills and even some of the Pegasi from Equestria trained in these mountains and challenged Griffons to races; something Rainbow Dash knew all too well. Even though they weren't in the Kingdom itself this area of Equestria didn't feel like the Equestria they knew.

But the six were not here to admire the scenery or challenge any griffons to races; they were here to find and help their friend. Gazing out over the snow-capped mountains Shining Armor took a deep breath. His sister was somewhere here, alone, probably half-insane, and starving. He was going to find her no matter the cost. While standing there, Applejack trotted up beside him and stared out over the landscape as well.

"Ya' know ya' can't do this alone."

Shining Armor was slow in his response, "I know, Applejack, and I thank you and your friends for coming."

"Excuse me!" Rainbow Dash exclaimed. "Don't forget _mister_, that it was _you_ who joined _us_! And why did you decide to come with us anyway? Are you a spy? Whoa-"

Rainbow Dash felt a sharp tug on her tail as she turned around to see Applejack pulling her back from Shining Armor who wore a stern face.

"Calm your horseshoes, Rainbow," stated Applejack. "There ain't nothin' ta get all worked up 'bout."

"Applejack's right, Rainbow darling," Rarity stated. "Shining Armor cares deeply about his sister just like Applejack and I care about our siblings. It's only natural for him to go to the ends of Equestria, quite literally in this case, to help his family. We would do the same."

"Twilight is also our friend who has done so for us," Fluttershy quietly added. "What kind of friends would we be if we just left her alone forever?"

Everypony, excluding Shining Armor, quickly turned to Pinkie Pie expecting her to shout or angrily whisper "forever" but Pinkie retained her silence and stared at the snow, her straight hair blowing in the wind.

"Well then, I suggest we get a move on before this wind ruins my mane," Rarity remarked.

"Don't ya' think we got bigger things ta worry 'bout than your dang mane?" Applejack reprimanded.

"Oh course, Applejack. I've got to worry about my coat and my hooves. This snow will terribly ruin them both. That's why I took the liberty of packing all of your boots and scarves and other items to keep warm. No sense in finding Twilight if we freeze to death." She telekinetically wrapped herself in her own winter garments which beautifully accented every detail on her body.

Applejack let out a grunt and stated, "Ah meant 'bout findin' Twilight."

While Rarity tinged in embarrassment Fluttershy asked, "Um…Shining Armor, sir…which way did Twilight go?"

"According to my guards, she was slowly wandering those mountains over…there," he gestured his hoof to a group of snow-capped mountains off in the distance.

"Oh, they seem so far away," remarked Fluttershy.

"Easy for you to say," comment Rarity. "You can fly. You don't have worry about weary and dirty hooves. Eww." She shuddered at the thought.

"Oh come off your high horse, Rarity," Rainbow Dash criticized. "At least you have your magic so you can levitate or float to rest your hooves. Think how bad it'll be for AJ and Pinkie Pie. They'll have to walk the entire way and who knows how long it will take to get there."

"Girls, please," exclaimed Shining Armor. "If we have any chance of finding and helping Twilight then we better get moving now."

He walked off the platform heading directly towards those mountains as the other five followed.

"Don't worry, Twilly," he whispered to himself. "We'll find you, I promise."

* * *

Magicon didn't bother with sleep that night. He was too gleeful over his immediate accession to the throne. His mind also raced with thoughts of his success in Luna's death and the implications from it, making sleep impossible, even if he tried. He didn't bother thinking to himself; it took too much focus. As a result he began talking to himself.

"I don't wish there had been another way. It's not that I didn't mind killing Luna; it's just that I wish it didn't have to be a struggle. She should've killed herself and not forced me to do it. It still looks like a suicide but still. It just makes my job that much harder in covering up my own tracks as well as rule Equestria single-hoofedly. Red-Blood never stated what government would replace the Princesses so I might as well take that liberty in doing it for him. He would thank me for that.

"Alicorns were unnatural to Equestria. They came from a distant land and installed themselves above all other ponies. They ended the peaceful and harmonious relationship of the three tribes, Discord's natural reign of Chaos, and plummeted Equestria into a tightly controlled state completely centered around them.

"I don't blame Luna or Celestia for it, though. It wasn't their fault. They came to Equestria as fillies and have no recollection of the revolution that their parents orchestrated. They changed Equestria in the name of the alicorns and not in the name of the ponies who were here first. I don't know, nor does anypony know, what kind of Equestria would've existed had the alicorns never arrived but I know that it would've been a better and freer one, where ideas all of sorts could be shared and where the government was tolerant to all ponies.

"I will change that. I will make Equestria a freer and better society for everypony. Neither Red-Blood nor any of his followers ever had ambitions for the throne; well I'm changing that. I have single-hoofedly risen through the administration and surpassed the nobility and even the Royal Family to become the Ruler of all of Equestria! This throne that Celestia and Luna sat on for so long should've never belonged to them. It was never even meant to exist, but I digress. It doesn't matter now; everypony will demand that somepony take over that throne and it is I who will answer that call. I will change Equestria for the better!

"I wish I could just remove all traces of Celestia's and Luna's existence; they already removed the existence of the alicorns. But, unfortunately, they left such a huge mark on Equestria that everypony adores them, disgusting. Removing their existence would not only be possible but impractical since everypony would notice and cry afoul with the change. Damn them for forcing me to honor and commemorate them for their heroism and dedication to Equestria. Dedication was there, unfortunately, but heroism? Ha! That's just too good of a lie.

"Celestia wasn't a hero to Equestria, she was a controlling tyrant. Sure she seemed nice in the public's eye but to the private eyes she was anything but nice. She wouldn't tolerate dissent, or even new ideas. She executed numerous ponies for it and she even banished her own sister who asked her to change her ways. True, Luna had gone about it the wrong way, turning to bitterness and her own ambitions rather than helping Equestria but her message was still there! And Celestia banished her! Her own sister! Yes, I understand why she did it, to supposedly save Equestria, but it was more like to rule Equestria with an iron hoof.

"Perhaps that's why I enjoyed killing her; I avenged not only Luna but also the countless other ponies who stood up for change that Celestia mercilessly struck down.

"Well, no more of that. No more of that totalitarian government. No more of that tyrant. No more Celestia."

Pacing around his room Magicon passed the hours by with these spoken thoughts waiting for everypony to notice no morning and no sun and the discovery of Luna who had committed "suicide". But Magicon was focused on Celestia's tyranny and his plans for a new Equestria. Ponykind would thank him one day for his leadership and his changes to Equestria as their new ruler. But they would never know what he had done to get there. How he had clawed his way to this position and how he had, unbeknownst to him, sold his soul in the process.

His secrets were hidden and with the suspicious ponies away from him, Magicon had the necessary time to cover his tracks and begin the process of changing and modernizing Equestria for the better. He already had some ideas but first he would have to play the part of mourning Luna just like he had to with Celestia. A boring role, yes; but a necessary one.

He knew the responsibility that came with ruling; he had already felt it but now he just wanted to move past Celestia and Luna and focus on himself and average ponies.

"Regular ponies, like myself, were meant to rule Equestria, not those alicorns. I am delivering what Red-Blood would've wanted. More than a millennium of work and preparation went into this and it was all worth it. Alicorns are now nearly extinct and Equestria can be brought to the Equestria that it should've always been.

"I should be thanked for this; celebrated even. Statues made in my honor, stories written about me, my presence demanded for every event in Equestria. Sadly none of that will happen. The problem with being secretive is that nopony can celebrate or thank me for my work, even after it has been completed. Such a shame, but the unfortunate circumstance of committing an action considered so evil that it scares most ponies. At least nopony will know the truth."

"Wait, somepony does know; Shining Armor. His suspicious can't be tolerated. The more digging he goes unto, the worse it'll become for me. He controls the Royal Guard who will remain loyal to him and he can arrest me for treason if he finds out the real truth. He can usurp the throne and destroy what I've worked so hard to build. And his damned wife, Cadance, is still alive. He'll put her on the throne and keep alicorns in control of Equestria. No! I won't allow it. I will die before that happens. Though I barred myself from killing Cadance I wouldn't want to anyway. Killing her would just raise even more suspicious and Shining Armor would be after me so quickly. Cadance must live so Shining Armor will lose his suspicious. Thank goodness Twilight took Celestia's death horribly so that'll keep him busy at least for the moment.

Gazing out his window into what should be the early morning Magicon hoped for the best for his friend and former love interest.

"Shining, do hurry back and be a good pony when you do. Don't make me hurt you. I don't want to end our friendship like I had to with the princesses. You're a good pony and a good friend, don't ruin it."

Magicon could only hope and wait. Time was the key and he would have to be careful in using it. Glancing at the clock Magicon knew that the day was beginning but with no sun or moon, darkness shrouded Equestria. Many ponies would be confused and would wonder and worry about Princess Luna and her delay. They would look for her, find her, and discover her with those faces of horror.

Magicon allowed himself to sit for a moment on the edge of his bed and waited, simply waited. It wouldn't be long now until somepony would find her and patience was the key. But the longer the waited, the longer the seconds ticked by. It was becoming unbearable. What felt like half-an-hour to Magicon was really only five minutes and what felt like an hour was fifteen minutes. It was excruciating and he almost went to Luna's Chamber himself but resisted. It would be too suspicious if he discovered her by himself. He just had to wait.

He was exceedingly relieved when he heard a loud knock on the door. He didn't know how long he had been waiting, but it didn't matter now. Tightening the cloak around him and fixing his mane Magicon opened the door. Before him stood the Royal Astronomer, Starry Skies, with his weary eyes and elderly form.

He spoke in a hushed and crackled tone, "I hope I'm not disturbing you, Magicon, but this is a matter of great urgency. As you may have noticed, the moon has set but the sun has failed to rise. According to my observations and calculations the sun should be up by this time. We both know that Princess Luna should've raised the sun given the fact that she has done so after Celestia's death. I was hoping you could shed some light on the matter."

Magicon restored his original voice before he spoke, "Well it sounds like Princess Luna is neglecting her duty. She must be sleeping in. Is she in her chamber?"

"She might be, though it's unconfirmed. She has not responded to knocking of any kind and we've searched the other places she's likely to be and have not found her. The Royal Guards outside her door have stated that she went into her chamber last night and never left. They also stated that nopony disturbed the princess."

"Have you noticed anything particularly unusual?"

"Yes. While examining the moon last night I noticed that its glow faded a tiny bit. That is unusual."

Magicon nodded, "Interesting. Well now, we better head to Luna's Chamber and resolve this matter."

They were silent through the halls of the darkened palace. Only candles and torches lighted the hallways and they saw very few maids or servants, highly unusual for the standard morning routine. The guards that lined the hallways remained attentive and motionless as always but Magicon could tell they had a hint of worry in their faces.

When they arrived at the door to Luna's Chamber they were greeted by a small crowd of maids, servants, and Royal Guards all gossiping about Luna and why she wasn't raising the sun. When they saw Magicon their concerned faces slightly softened as he made his way through them and up to the door.

Leaning his ear against it, Magicon carefully listened for any sound coming from inside the room but heard nothing. He knocked a few times.

"Princess Luna? Are you in there? It's me, Magicon. Could you please open the door? You have a job to do for Equestria, one that only you can do. Please open the door. If something is bothering you we can talk about it. Princess Luna?"

He waited knowing there would be no response. Sighing Magicon turned to the Royal Guards and asked, "She was in there all night?"

"Yes, sir."

"She never left her room?"

"No, sir."

"Nopony ever entered her room during the course of the night?"

"No, sir."

"You were awake all night to notice this?"

"Yes, sir."

"Was there any noises from inside the chamber?"

"We heard her talking inside. Whether it was to herself or another pony was unknown to us."

Magicon nodded, "Right then. Since she most likely is in here and we can't afford to wait any longer we have to take action now. Guards, break down the door."

The guards turned to each other and to Magicon with confused expressions.

Noticing their hesitation Magicon repeated himself, "You heard me. Break down the door. As your ruler I demand that you fulfill your orders."

The guards relented and did as instructed and began bucking the door. After loosening it Magicon ordered them to cease and stand aside. He walked up to the door and blasted it to pieces with his magic.

As the smoke from the blast cleared everypony began walking into the chamber. The candles were out, making the room pitch black forcing the unicorns to create light from their horns. From that light they saw a sight that made their blood curl.

Hanging from the ceiling was Princess Luna's lifeless corpse. The maids screamed and ran out of the room, their screams echoing down the halls, while others just fainted. Everypony else just froze in horror as their last princess hung before them. Celestia had left just two weeks ago and now Luna had joined her in this apparent suicide. They were beyond disbelief, including Magicon who feigned his shock.

Overriding his feigned shock Magicon pointed his hoof towards the nearest guards, "You; get a doctor. You, get a detective. You, alert Shining Armor. You, seal the hallway. No pony is to enter the hallway without authorized permission."

As the guards saluted and left the room to carry out their orders Magicon turned to the Starry Skies who was now wobbling on his hooves.

"Well, doctor, I think we can explain why our sun hasn't risen and why it may never rise again."

* * *

Fluttershy woke with a start. She had never been a heavy sleeper but worrying about Twilight as well as her animals back in Ponyville was putting her on edge. Something also didn't feel right though she couldn't put her hoof on it.

Rising slowly from the blankets Fluttershy silently put on her scarf and boots and exited the small tent that she was sharing with Rarity. Shivering from the cold and snow on the ground, she pulled the scarf tighter around her and gazed out at the other tents and the starry sky. It was a beautiful night; one of the most beautiful she had ever seen. It was completely dark, no artificial lights, no clouds, and no noise other than the gentle wind rubbing against her.

Fluttershy never liked the dark but she felt much more comfortable with her friends here. Looking beyond the tents and towards the mountains, Fluttershy saw that she wasn't the only pony awake. Pinkie Pie was sitting at the edge of the camp gazing at the sky, her straight mane gently blowing in the wind. Deciding to try and help her friend Fluttershy silently walked over to her.

"Umm…hi Pinkie."

Pinkie Pie didn't remove her gaze from the sky so Fluttershy went slowly and cautiously with her words.

"So…um…how are you?" This was uncomfortable for Fluttershy. She never was the leader in conversations so it was difficult for her to do this.

Pinkie remained silent and continued gazing at the stars.

Receiving no response Fluttershy sighed and said, "I guess you don't want to talk, I'm sorry. I guess I'll be leaving now."

She rose and turned to walk back when she felt a small pull on her tail, like it was caught on something. Turning around, she saw Pinkie's hoof firmly planted on it, her head still look upward.

"Uhh…Pinkie, I'm sorry but…I better umm…get back to camp. If you want to umm…you know…talk then we can but if you uhh…don't then umm…please let me go."

"I want to talk to you," whispered Pinkie. Her voice was sore and quiet, probably because of her sobbing or trying to restrain it.

Still, Fluttershy was thankful for Pinkie actually talking and turned around and sat back down next her.

"So…umm…you want to talk?"

Pinkie shrugged.

Fluttershy was silent and uneasy but Pinkie wanted her here so she summed up so courage and spoke.

"Umm…listen Pinkie… I really don't know how to say this so…I'm sorry if it comes out all wrong but…I want to help you. You've been this way since Celestia's death and I know it's tragic and devastating but umm…you still have the Cakes, Gummy, us, and all of Ponyville to be happy about. I know it hurts but you can't let those sad feelings stop you from enjoying life. You need to be brave and strong."

'Dear Celestia! Did I really just say that?' she thought.

For the first time Pinkie turned towards Fluttershy.

She spoke softly, "It's not just Celestia, Fluttershy. It's also our friend, Twilight. She just ran off and abandoned us."

"Oh no, Pinkie. Twilight has it worse than us. Celestia was like a second mother to her so naturally her reaction would be worse than ours. But you shouldn't think she just abandoned us like that. She didn't. She was stressed and she thought the only way to handle it was by running away. We're the bad ponies for letting it take her this far. We shouldn't have let her gone out here so she wouldn't be in danger right now."

Pinkie sighed, "Yeah, I guess you're right, Fluttershy."

"You know what might help Twilight?"

Pinkie Pie shook her head.

"Umm…well…you know…a party?"

Pinkie Pie chuckled, "Yeah, a party."

Seizing the moment Fluttershy said, "Nopony does parties like you, Pinkie. Remember all the great birthday parties and other things you did? Remember all the bright, happy, and smiling faces? Remember how everypony, especially you, had such a fun time at your parties?"

A small smile appeared on Pinkie's face as she closed her eyes and reminisced about her parties and her friends. Such happy memories and such happy feelings. It made her feel warm inside.

Fluttershy noticed that Pinkie's Mane was beginning to return to its curly and fluffy state when Pinkie's Ears suddenly twitched and her mane fell back to its straight position.

She immediately opened her eyes and scanned the area.

"Somepony's coming," she said.

They both looked back at the camp but all was dark and quiet. Everypony was asleep. They encountered nopony on their journey so far so neither of them knew who was coming. Fluttershy shivered, from both the cold and Pinkie's prediction. She continued to look around when she felt a tap on her shoulder.

Jumping a little bit Fluttershy was relieved to see it was only Pinkie who had tapped her. Pinkie was now staring at the sky again.

"Look up there," she said while she pointed her hoof towards a lower corner of the sky.

Looking in the general direction Fluttershy regretted, "I'm sorry, Pinkie, but I don't see anything."

"Well, duh. That's because you're looking in the wrong spot. Look over there," she brought Fluttershy close to her and pointed more accurately at that corner.

Fluttershy looked again and noticed two tiny pegasi growing larger.

"Pinkie, do you think…they are going…to hurt us?"

"If that was their intention then my Pinkie Sense would warn me. It hasn't so I don't think they will. Don't panic, Fluttershy. We'll just wait and see what they want."

As they waited Fluttershy attempted to calm her nerves but the sight of two Pegasi growing larger and closer every second in the dark of the night was scary to her. But as they came closer Fluttershy noticed that they weren't just ordinary Pegasi; they were Royal Guards.

Now within close range the Royal Guards made a quick landing behind the girls with a forceful thud kicking up snow. The allowed themselves a moments rest before approaching the two mares who immediately rose.

The older one, or what they thought was the older one, spoke crisply, "Mares, is this the location where Captain Shining Armor is residing at present?"

The girls nodded.

"Good. We have the most urgent of matters to discuss with him immediately. Bring us to him."

"Of course," Fluttershy responded and turned to show them towards the camp before Pinkie Pie shouted,

"Hold on! Why do you two need to see Shining Armor in the middle of the night? How did you find us? What is this "urgent matter" anyway? When-"

"Silence." The younger one exclaimed. "It is not in our orders to share any information other than our captain at the present time. Now we are pressed for time so take us to Shining Armor or we'll be forced to arrest you both."

Fluttershy's heart dropped as he said those words while Pinkie remained defiant.

"On what charges?"

"For obstructing guardsponies in the course of their duty. Now, for the last time, take us to Shining Armor.

Pinkie was about to yell 'No' again when Fluttershy, in a completely unexpected move, put a hoof to Pinkie's mouth and talked to the guards.

"You'll have to excuse my friend. I'm so sorry for her defiance but she's not been herself recently. I'll take you two to Shining Armor right now."

She turned towards the camp with the guards leaving an angry Pinkie standing in the snow behind her.

When the arrived Fluttershy pointed to a small tent and stated, "You'll find Shining Armor in there."

"Thank you, fine mare."

"Wait! Before you go inside, would it be too much trouble to ask what's going on?"

The guards exchanged glances and the older one nodded allowing the younger one to speak, "Very well. Since you cooperated and you are with our Captain there is no harm in telling you what has occurred. You'll find out eventually anyway. Something terrible has happened in Canterlot."

He paused causing Fluttershy to ask, "What?"

"Princess Luna has committed suicide."


	12. Chapter 11

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 11**

Shining Armor emerged from the tent slowly, his face grave and solemn. The five girls stood before him, all wearing expressions of worry. He looked at each of them slowly before speaking.

"It has come to my attention that sometime last night Princess Luna committed suicide in her bedroom in Canterlot."

Nopony moved a muscle as the words hit them like a brick wall. It was one thing to hear it from Fluttershy and Pinkie; quite another to hear from Shining Armor.

"I must tell you all that given the now sad and potentially dangerous circumstances this puts Equestria in, I must return to Canterlot immediately."

The girls lowered their heads, none of them willing to make eye contact with him.

"Must you go?" asked Rarity.

"I'm afraid so."

"What happens to us now? We can't just give up on Twilight," said Rainbow Dash.

"I know and that's why you five are staying here and continuing the search for Twilight."

Somewhere between shock and understanding laid the girl's emotions.

"I know it's not easy for any of you but it's even harder for me. You are not bound by duty so you don't have to worry about the State of Equestria. I do so when something like this happens, I have to resume my role as Captain of the Royal Guard."

"Do ya' think ya'll be able ta join us later?" asked Applejack.

Shining Armor shook his head. "I don't think so. I'm not sure what I'll find in Canterlot but I'm certain that it will command my full attention. I'm sorry girls."

"Oh it's not your fault, Shining," lamented Fluttershy. "We understand but we can't just believe Princess Luna would give up so easily."

"I can't believe it either and that's why I want to head back to Canterlot as quickly as possible. I want to investigate."

Everypony nodded and Pinkie asked, "Do you know what will happen with the sun and moon?"

Shining Armor shook his head. "I have no idea but I do hope there is a solution and a fast one at that."

"So, who's ruling Equestria now?" asked Rarity.

"According to a document signed both by Celestia and Luna, should either or both of them be incapable of ruling their highest advisor, Magicon, is to take up the reigns."

Everypony felt comforted in the fact that Magicon was now in charge of Equestria. He was a kind and smart unicorn. He would know what to do and how to rule Equestria.

"He's already been busy," continued Shining Armor. "He was the pony who contacted me and is already investigating her apparent suicide."

"Does any other ponies know?" asked Rainbow Dash.

"No and I insist that you keep this amongst yourselves. Do not tell Twilight when you find her. She'll need comfort, not more bad news and if she runs off again I won't be able to send guards after her."

"We understand, Shining," said Applejack.

"Will you all be alright on your own?"

"Oh absolutely, Shining," said Rarity.

"Don't forget that we initially planned on finding Twilight without you anyway, so it won't be a problem now," added Rainbow Dash.

"Do be careful. In this dark, there are many creatures that lurk around these mountains. And stay warm. With no sun Equestria is going to be a lot colder."

They nodded as Shining Armor telekinetically grabbed his things and brought them over to a carriage that had magically appeared earlier.

He sighed, "Well, I guess this is good-bye."

Fluttershy walked up to him and put a friendly hoof to his face, her gentile smile showing great comfort and compassion. "Don't worry about us, Shining. We'll find your sister and bring her back safe and sound."

"Please do. If anything happened to my sister I would never forgive myself."

"You won't have to. Like Fluttershy said, we'll find her and bring her back," added Rainbow Dash.

"Do you have all your effects?" asked Rarity.

He nodded. "You better get going yourselves, if the sun was up it would nearly be mid-day."

The girls slowly nodded as they all circled him.

"Take care of yourselves and Twilight, please."

"We will, Shining. Ah promise," said Applejack who hugged him.

The rest of the girls joined in and hugged Shining Armor who returned the hugs. The remained hugging for a few long moments before they broke off and Shining Armor climbed into the chariot now being pulled by the two Royal Guards.

With a heavy heart Shining Armor gave the order and they began beating their wings and prepared to take off. As the chariot slowly rose from the ground Shining Armor looked back at the girls, small tears in his eyes.

'I'm abandoning you, Twilly,' he thought. 'I promised I would find you and now I am breaking it. Is my duty really that important to me? Does it really mean putting my family aside and Equestria first? Oh, I love my family and love Equestria. Why can't I straddle both? Am I just a bad Captain? I don't know. I just don't know.'

He looked back one final time at the girls which were now growing smaller as his chariot picked up speed and altitude. He waved as them and saw them wave back before the clouds obscured his view of them and he turned forward and waited to find a changed Canterlot and a changed Equestria.

* * *

Magicon sat in his chamber, papers and books scattered about him. All were on one simple subject: the sun and moon. While Equestria was in the dark about Luna, literally and figuratively, Magicon had no time to dwell on it. His sole thoughts and words were focused on finding a way to raise the sun and raise the moon afterwards. Equestria was counting on him and he must not let fail them, otherwise crops would die, ponies would starve, revolt, and overthrow him, something Magicon was sure to avoid at all costs.

"I just don't get it. I've sent astronomers, physicists, librarians, and scholarly ponies on missions to find and research any and all information about the sun and moon. And they've found nothing on what I'm looking for. I know it's possible that unicorns can raise them but I have no knowledge on how to do it and we can't find anything. I'm skeptical that there would be any information on the ancient methods, to begin with, and this failure isn't helping. Unicorns have not raised the celestial bodies since the arrival of the alicorns, and that skill was lost in time.

"I won't give up though. I have hope. I have to find a way to save Equestria. I must do it. It is my first duty to put everypony before me and how can anypony do better than finding a way to raise the celestial bodies? Should I succeed, everypony will idealize me as their true ruler. Raising the sun and moon will not only save everypony in Equestria but will immortalize me as a legendary pony."

He smiled to himself at the spoken thought.

"While I am not able to do it myself, sadly, the ancient story of the three tribes stated that groups of unicorns could do it so it can be done. It must be done. Yet my researchers and I have found nothing on how they did it. Somepony must've recorded it. It must be somewhere unless…"

A small fire ignited inside him as he thought of the only pony that would destroy the records of ordinary ponies raising the sun and moon: Celestia.

"Celestia," he spit the word out. "Damn her. Damn her to Tartarus. She would do something like this. She would destroy any information pertaining to how unicorns raised the sun and moon. She was and would be the only pony who knew how to raise the sun. It was her way of cementing her tyrannical rule. If a group of unicorns had the knowledge on how to do it, they could control the very thing that made her god-like and Equestria's unquestioned princess. She would not tolerate that. She destroyed everything she could get her hoofs that explained the way she did it. Just another of the dark marks of her rule."

Standing up, fire in his eyes, he angrily threw the papers and books aside.

"I should've kept Celestia alive. Captured, tortured, and hurt her, but alive. Make her answer for her crimes against Equestria and everypony. Make her reveal her secrets. Make her suffer and then kill her. I was foolish to think a quick and easy path would solve our problems. Even with her dead I could've asked Luna on her secrets and she could've revealed them. But instead, I worked too fast and rushed. Sure, they are both dead but their secrets lie with them. As a result, Equestria is now in darkness and I'm trying to desperately find a solution. I…I-"

There was a knock at the door and Magicon ceased his rant and answered it. The Royal Astronomer, Starry Skies, stood before him with papers and books about him. Magicon escorted him in and sat him down.

"Anything?" he asked.

"Why yes, Magicon. There is something." He searched through his papers to find an old and tattered scroll. Unrolling it Magicon could see that the parchment had faded considerably but the ink was still readable, even with its extensive cursive.

Scanning through the document the astronomer found the line and pointed to it. "Read it."

"_Had it not been for that mysterious brown pony we would have surely starved that winter. We do not now where he came from and we do not know where he went. He disappeared after the celebration but we know that he will not be forgotten to our kind._ We-"

"That's enough, Magicon," stated Starry Skies as Magicon stopped and looked at him with a puzzled expression.

"I don't understand, what does this have to do with the sun and moon?"

"It doesn't."

"Then why are you wasting my time?"

"Time, that's exactly it, Magicon. Who is the only pony who knows more about time and space than-"

"The Doctor!" Magicon exclaimed. "Oh, you are a genius! Thank you so much! We must find him; he will know how to solve our problem. Guards, Guards! Send for The Doctor immediately."

"Magicon, I should warn you that The Doctor is a strange pony. Sometimes he's willing to work with us and sometimes he's not. He especially doesn't like me."

"Why?"

"He has great knowledge of time, whereas I have great knowledge of the stars. We often collide with our interpretations of events and their effects."

"That's of little importance right now. Right now we must find with The Doctor. He's the only one who will be able to solve our problem."

* * *

The girls remained silent and motionless as they watched Shining Armor disappear into the clouds. The lights on his chariots faded as the distance between him and the girls increased. When the last of him disappeared the girls just looked at each other in the darkness.

"Ah just can't believe it," Applejack mumbled.

"Can anypony?" asked Rainbow Dash.

"I don't think so," answered Rarity.

"One gone was bad enough but now two? This is unbearable." Pinkie Pie stated.

"And in such a short time too," added Rainbow Dash.

"This is just so wrong," lamented Rarity.

"So…um…what do we do now?" asked Fluttershy.

"We go," said Rainbow Dash coldly.

"Go?"

"Yes, go. We have a friend to find and save. Even with Luna gone I'm not letting our friend to die up here in these cold mountains."

"Rainbow's right," agreed Rarity. "Our friend is here and we have to find her and save her now more than ever. Without any sun or moon, it's going to be even more difficult to find her."

"Shining Armor also said it was noon-time right now, so Ah suspect we can gets a goin'," added Applejack.

"But…but…it's so dark and cold. How will we even see where we are going?" asked Fluttershy.

"I can generate some light with my horn and I packed lanterns and other things that will help us find our way," said Rarity.

"You really did pack everything, didn't you?" teased Rainbow Dash.

"Why, yes. I did."

"And what 'bout the animals and other wild creatures up here?" asked Applejack.

"We have Fluttershy who can tame the most vicious of beasts," said Pinkie while Fluttershy was thankful it was dark enough to hide her red cheeks. Surprisingly, Pinkie was speaking more much to the relief of the girls, though she still wore her straight mane.

"Shining Armor and the Royal Guards won't be watching us or Twilight anymore," said Rainbow Dash. "We'll be on our own."

"We've been in trickier spots before, Dashie, Ah think we can handle this," said Applejack.

"I hope so," finished Fluttershy.

They slowly walked back to their camp and began dissembling it. The process was slow and time consuming and the cold, dark atmosphere didn't help. Half the time they heard an unexpected noise, whether it was from the girls themselves or the woods, Fluttershy jumped and took cover under whatever was closest to her, much to annoyance of everypony.

When they finally packed up an hour later, they set off. Rarity had brought a magical bag which stored everything they could ever need.

"Ya know, Rarity," said Applejack as they walked through the forest, "As much of a clean-freak and somewhat crazy pony ya' are, ya' surely know how ta survive."

"Thank you, Applejack. I'm glad _somepony_ appreciates the hard work I put into this."

"Do you really think we have a real chance of finding Twilight with these lights?" asked Pinkie.

"Pinkie Pie, these lights only let us see five feet in front of us," complained Rainbow Dash. "I can't see anything beyond the first trees on this trail. Twilight could be just off the trail and we would be walking right past her."

"Rainbow, darling," said Rarity. "I don't think our Twilight would be out here in this cold and snow. She's probably in some dark…damp…and…disgusting cave. Oh, that's probably the worst possible thing!"

"Stop gettin' all worked over nothin', Rarity," said Applejack. "Now listen here, we don't know where Twilight is exactly, but we do know that she is in danger if we don't find her soon. She's somewhere in these here mountains so we need to keep our eyes peeled for her."

"Easy for you to say AJ," exclaimed Rainbow Dash. "How can we find her if we can't see ten feet in front of us?"

"Ah don't know, Dashie, but we'll find a way. There's always a way."

They trudged on, silent and disheartened. The little fires inside them were dimming. They still had hope but there wasn't much left. The chances of finding their friend had dropped significantly and now they were somewhere in the mountains in Equestria looking for a lost pony. It was dark, cold, and untamed. Even Rainbow Dash felt humbled by the roughness of their surrounding environment.

Numerous times they thought they saw Twilight or something of here, only for it to turn out to be a trick of their eyes and lights. Their minds played games with them, games they didn't want to play. They were together and had each other but there was another problem that dawned on them.

"How are we ever going to get back to Equestria when we find Twilight" asked Rarity.

"I don't know," said Pinkie.

"If we had the sun I could fly up and find the best route out of here but that isn't the case," said Rainbow Dash.

"Umm…what about Twilight?" asked Fluttershy. "Maybe when we find her she'll know a way out."

"Fluttershy I'm sorry, but Twilight has been running practically blind for a few weeks now. I doubt she even knows where she is," said Rarity.

"Speakin' of which, where are we?" asked Applejack.

They paused and looked around. With only a little light the scenery looked the same with darkness trees, and snow surrounding them. Above them they could see the twinkling stars but that did little to aid them. Rarity fumbled in her bag for a map. When she finally pulled it out, she laid it out on the side of a nearest tree.

"Hmm…well without sunlight it's really a guessing game to find our position. I don't know if we passed any landmarks or things that we could easily identify to track our progress. But judging from our last camp and the time we've been walking at a slower pace I would guess we're somewhere around here." She indicated a small area on the map only a few miles away from their last campsite.

"At this rate we won't reach Twilight's last vicinity for a few more days," Rarity stated.

"Then we need to pick up the pace," said Applejack.

"We do have one thing on our side and that is no sun or moon," added Rarity. "We don't have to walk only in the day because there is no day. We can keep walking until we are tired, though Celestia knows what this will do to my complexion."

"Then let's keep walking," said Rainbow Dash. "Besides this area doesn't look like a nice place to spend the night anyway."

So they pressed onward with more speed as the permanent night sky hung above them. The wind rose and feel like musical lines and the cold air made them shiver, despite their winter garments. They were silent the rest of the journey, mostly from the cold as well as from their growing weariness. When they found an acceptable spot for a campsite, Rarity began setting up the tents while Applejack and Rainbow Dash started a fire. Fluttershy helped Rarity while Pinkie kept a look-out for animals.

When the camp was finished, they each went inside their tents, Rainbow Dash and Applejack in one tent, Rarity and Fluttershy in another, and Pinkie in the final one. None of them talked other than the cordial 'good-nights' before slipping into their tents and falling asleep. They didn't know how far they came and they didn't know how far they would have to go but as long as they remained united in their quest for Twilight they would be alright.

* * *

"Sir, The Doctor has arrived."

"Send him in."

The Doctor entered the room as Magicon and Starry Skies rose to greet him.

"Doctor, I can't tell you how thankful I am to see you," relieved Magicon as he shook hooves with him.

"Why thank you, Magicon. And it's good to see you too, Starry Skies," replied The Doctor with his elegant accent.

"Nice to see you too," responded Starry Skies with some reservation in his voice.

"Please take a seat and have a cup of tea," suggested Magicon.

The Doctor did so and when he was comfortable he asked, "So what can I help you two with?"

"Well," Magicon began, "As you know the sun has not risen."

"I am well aware of that and what has caused it."

Magicon was not surprised but Starry Skies glared in suspicion at The Doctor.

"Oh come now, Starry," said The Doctor noticing Starry Skies expression, "Don't tell me that your observations of the sky did not show you that something was amiss. Even a somewhat competent pony like you can notice things of this proportion."

Slightly insulted Starry Skies quickly rebutted, "I did but unlike your involvement with time my observations of space are never certain. While time is certain, space is not. I saw something in the stars but it can be interpreted many ways because space is loose unlike time which is fixed."

The Doctor was about to respond before Magicon interjected, "Gentlecolts please. I am not interested in a debate over time and space. Now Doctor, the reason I called you here is because I need your assistance."

"What do you want me to do?"

"Well Starry Skies and I both know that unicorns are capable of raising the sun and moon but we have not found any method on how to do it. We need you to divulge into the past to when unicorns were able to raise the sun and moon and record on how they did it."

"It shan't be a problem, Magicon."

"You must do this immediately. The fate of Equestria rests in your hooves."

"It will be done."

"Thank you, Doctor, and may you achieve full success and speed on your quest."

"Is there anything else you wish to have me do?"

"Oh yes, when you have finished recording everything you can on the process bring the information to me so that we can save Equestria."

"I will do so, Magicon."

"Thank you, Doctor. Now go and do your duty to Equestria."

The Doctor swiftly rose and exited with a formal 'good-bye' to Magicon and Starry Skies before closing the door behind him. When they were alone again Starry Skies turned to Magicon.

"I hope you know what you're doing. You can't trust him."

"The Doctor has been around for as long as I can remember, Starry Skies. He has the greatest knowledge of time of anypony I know. He will succeed with such risks befalling Equestria."

"I hope you're right, Magicon, for Equestria's sake. If not we might be doomed."

Magicon gulped at the thought of The Doctor failing. He mustn't fail or else Magicon's ambitions for glory and honor would fall as well. He was banking everything on The Doctor to successfully find the information on how to raise the sun and moon. The heavy and worrisome burden of success or failure for every single pony rested squarely on Magicon's shoulders and he felt the strain.

Turning to Starry Skies Magicon asked, "Starry, can you leave me for a few minutes?"

"Umm…sure, Magicon."

He quickly exited as Magicon watched him depart. When the door had been closed Magicon sighed and began talking.

"I just don't know if I can do this, Celestia."

"You can, Magicon. I have full faith can confidence in you," responded Princess Celestia.

"Are you sure I'm ready?"

"You are the most able, knowledgeable, and skilled unicorn I know. You possess the experience and the attitude a good ruler needs."

"But you found me as a disgusting street rat."

"You judge yourself too harshly, Magicon. You were far from a street rat. You had fallen on hard times and somepony took their time and energy to take you under their wing. That old gentlecolt who found and educated you should be thanked."

"I have thanked him countless times. There is no way I can ever repay him."

"Sometimes repayment is not required when a pony is generous."

"I guess. Still, I'm very nervous."

"I would be concerned if you weren't. Just relax and put yourself in my hooves. You have diligently observed and learned from me and you will have my advisors to help you with anything you can't handle yourself."

"But what if I make a mistake? What if I'm not good enough?

"We all make mistakes, including me. It's a mistake not to learn from them. I have full confidence in your ability to lead and rule Magicon. You will do great things for Equestria one day."

Magicon sighed and whispered, "Yeah, great things."


	13. Chapter 12

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 12**

Shining Armor quickly arrived in Canterlot and hastily made his way towards the palace. It just didn't make sense. How could Luna just give up like that? How could she just leave everypony so easily? That wasn't like her. There had to be a deeper reason for it. She loved her sister but was that enough to kill herself to be with her? Shining Armor would not be satisfied until he had a complex and workable answer. Until then, he would have to find it.

Arriving at the palace, Shining Armor wasted no time before going to Magicon. He would have the answers and know exactly what to do. Knocking loudly on Magicon's door, Shining Armor didn't wait for an answer before opening it himself, barging in, and shutting the door behind him.

He saw Magicon pacing rapidly around the room, head moving in all directions, talking loudly to himself.

"Oh, yes, I agree with that completely. It's just that I don't want it to be excessive," said Magicon.

Slightly confused by Magicon Shining Armor asked, "Magicon, who are you talking to?"

Magicon remained oblivious to his presence and continued his monologue. "No, sir. It has been set forth for over a thousand years. I will do it. I will not fail you or anypony of the group before you, including the Great Master."

Now Shining Armor was both suspicious and worried, "M…Magicon?"

No response as Magicon was lost in his own mind, "Master, are you sure this is the correct spell? It seems awfully potent."

Shining Armor had enough and walked up to Magicon and slapped him harshly across the face. Magicon fell to the floor instantly and looked up to see a worried Shining Armor. Magicon's face went into shock and fear, like a child who was caught for troublemaking.

"Sh…Shining…when did you….get here?"

"Not long ago, actually."

"I'm…I'm…so sorry…you had to see that."

"Magicon, I'm really worried about you. This has been the third or forth time I've caught you talking to yourself and this time it wasn't a whisper. I heard every word very clearly."

"Oh, you did?" Magicon jumped into a desperate plea. "Please Shining, you must understand. It's the ghosts of my past. They haunt me. They frighten me. They torture my mind."

Shining's face remained solid and cold, "I know your past yet I'm under the suspicion that you don't want to put your past behind you. You still want it. You like reliving it. It makes you feel motivated and powerful. It makes you feel like a different pony."

Magicon took a step back, an uncomfortable contortion etched on his face. "Sh…Shining…let's discuss why I called you here."

"No! Stop trying to change the subject. You're only digging yourself into a deeper whole. You did something, Magicon. Something bad and I want to know what it is."

"Wh…What? I've done nothing wrong."

"Denial."

"It's the truth."

"You really need to learn how to lie better, Magicon. I'm not letting this go."

"I maintain my innocence."

"Innocence, eh? I never said you were guilty of anything but now I'm thinking you are. If I didn't know better, I would say you were involved with Celestia and Luna's deaths."

Something changed in Magicon with those words. The face of fear and conspiracy disappeared and a new face emerged: a face of resistance, determination, and darkness. It was resolute and unyielding to Shining Armor's intense gaze.

Magicon chuckled before speaking, his voice now deeper and colder. "You know something, Shining, you're right. I am denying something, something that you would be very interested to know about."

"What is it, Magicon?"

"Well, to put it bluntly, Cadance and I talked before she left on her journey. She knew you had come to talk to me that night and she thought the worst."

Shining Armor was taken aback by his wife's secrecy. "What do you mean 'the worst'?"

A smile crept onto Magicon's face. "That we had 'done it', so to speak."

Shining Armor's mouth fell to the floor as his face contorted to a mixed expression of shock and dismay.

"Wh…what…WHAT!"

"You heard me. 'Done it'."

"No. No! NO! Cadance wouldn't think that nor would she say that. You're lying!"

"Oh am I now? You think you know your wife but there are some thing's you will never know. I speak the truth, Shining. She thought we 'did it' that night. Ha! It's really quite amusing, actually, to think that your wife has such low faith in you that you would so easily cheat on her. And with another stallion of all ponies."

Magicon laughed as Shining Armor now tried to understand why Cadance would think such a thing. He never had feelings for Magicon, right? His heart always belonged to Cadance. That's why Queen Chrysalis was able to take so much of it. He was madly in love with Cadance, but a part of his heart said otherwise.

"I…I…"

"Oh come now, Shining. I think we both know where your true feelings lie. You had and possibly still have some romantic feelings for me."

Shining Armor couldn't even make eye contact with Magicon as he tried to understand and fight this internal struggle.

"Oh Shining, you really are such a readable stallion."

"I…uhh…"

"You know, Shining, I won't deny that I still have some feelings toward you. Though they have faded ever since you married Cadance, a part of me still yearns for you. And don't worry about Cadance; she thinks my feelings for you are dead and buried."

"Ma…Magicon…why didn't you…tell me sooner…about everything?"

"Well as for Cadance, I thought it would be better if you and her talked about it in private. As for us, I thought that if I told you it would ruin our friendship since you didn't have many feelings for me."

"But…but you just said-"

"I know and that's where I made my mistake. I see now you have deeper feelings than I first thought."

"I just-"

"Hush, hush, Shining. There's nothing to be afraid or ashamed of. There is nothing wrong with loving another stallion.

Shining Armor was beginning to regain some composure thanks to Magicon's words.

'Dear Celestia, Magicon really does care for me and I care for him. He is such a nice and lovely stallion,' Shining Armor thought as he blushed.

"Magicon…you know me too well. As much as I want to deny it and remove it from me, a part of my heart loves you. I try to ignore it but then it causes me to become tempered and quarrelsome."

Magicon's higher-pitched voice returned as he spoke, "So that's what caused our arguments those times. Well then I would just like to say I'm sorry for-"

Shining Armor put a hoof to Magicon's mouth, a gentle smile on his face. "I do love Cadance, Magicon, but I also like you. We've been good friends and I don't want our friendship to end."

Gently removing his hoof Magicon looked into Shining Armor's deep cerulean eyes. They weren't harsh anymore, they were actually compassionate. Magicon sighed before speaking.

"I don't want to end our friendship either, Shining. But it's already complicated by our feelings and your marriage. There will always be a part of you that will never be truly happy, just like me."

"We could change that," suggested Shining Armor in a sly manner, a small smile creeping on his face.

Magicon blushed and felt his heart flutter but resisted giving in. "No Shining. As much as I want to I respect your marriage and I don't want to be caught in a love triangle."

"It's already a love triangle. What's the worst that could happen if we took it up a notch?"

"Well for one, if anypony found out both of our reputations would be destroyed. Two, how can we just abandon our posts, especially now in this time of crisis? And three, most of your heart belongs to Cadance, it must stay that way. I don't want you to fall out of love with her."

"Magicon, nothing you or I could do would change my love towards Cadance. And I know a spot where we could have fun if only for an hour."

Magicon's heart continued to flutter and his face was turning a bright crimson at the suggestion. His mind screamed duty but his heart yearned for Shining Armor.

"I…uhh…I don't-"

Magicon's words were cut off by a pair of wet lips meeting his own. His heart burst as his eyes stared in shock at the stallion now kissing him. A rush of emotions flooded him. Shock, dismay, surprise, fear, joy, passion, and love all converged on him at once. He couldn't understand it, but he really didn't want to. What he wanted was Shining Armor.

Just when he was about to pull Shining Armor in further, Shining pulled away. A sexy smile etched on his face.

"Just thought I would make your decision a little easier," he said in such a sexy tone and eye-wink that made Magicon weak in the knees.

His heart yearned for more and he would have it. He had given in to madness before and now he would give in to it again. He would give in to Shining Armor.

"You did, thank you."

Magicon pulled Shining Armor close and pressed his lips against his own. His tongue pushed past those moist lips and met Shining Armor's who fully embraced it. They closed their eyes and stroked each others manes and coats as hidden passions finally came to a head. Just for an hour, they would lose themselves. Just for an hour their roles and responsibilities would disappear. Just for an hour they would be one.

* * *

"Alright, girls, we better get our flanks in gear," said Applejack as the girls finished packing before heading out once again in pursuit of their friend.

"Where are we going this time?" asked Pinkie.

"Just onward," responded Rarity looking at the map.

"Can you be any less specific?" asked Rainbow Dash sarcastically. "Like if we are ever going to get out of this forest?"

"As a matter of fact, yes. The forest should end a few miles up and then we reach the rocky and cliffy regions of the higher mountains."

"Ah assume there are caves up there, right?" asked Applejack.

"There are a few mentioned on the map and probably more. If I were Twilight I'd most likely be staying there."

"So, umm…we're going into dark, dangerous, and…scary caves?" asked Fluttershy nervously.

"I'm afraid so, Fluttershy, but don't worry. We've been living in darkness for the past few days so there won't be any change in the environment."

"Rarity's right, Fluttershy," added Applejack. "In fact we might get more light and more warmth in those caves 'cause they're smaller than these here forests."

Fluttershy felt a little more at ease with the thought but still uneasy about the fact that Twilight was probably hiding in a cold and lonely cave.

The pressed onwards once again, determined to be rid of this forest that had locked them for so many days. The next phase of their journey would be tougher but they all knew that they were nearing the end. Twilight had to be here, if not she was either dead or the five had wasted all this time.

They wasted no time exiting the forest and when they finally reached the cliffs they all took a moment to rest and peer over the side of the cliff. The ledge was steep and dark. One wrong move and your life would end there. Thousands of feet below ran the tops of invisible trees and rivers; eyewitnesses to the countless ponies whose journey's ended right here.

Fortunately there were no trees up here, allowing the five to see the narrow path with more clarity than the forest and they would need it.

"Are we…Are we really going to walk that?" asked Fluttershy who was shaking with fear.

"I am afraid so," said Rarity quietly.

"There ain't no other way?"

Rarity shook her head in slow defiance. "This is the only way. Look, I'm scared just as much as the rest of you but I am determined to find our friend. Who's with me?"

All of them said 'I am' and looked over at the narrow path.

"We'll have to go single file," Rarity stated. "Applejack, you go first. Rainbow Dash, you fly alongside AJ and keep a visual on the ledge and the Cliffside in case of fall rocks."

Rainbow Dash saluted while Applejack looked nervously over at her.

"Ya' sure it's a good idea for me ta go first?"

"You're a brave pony, Applejack, and you have the skills we need to test if the ledge is safe to cross. Besides, you'll have Rainbow Dash right beside you and ahead of you keeping a sharp eye for anything that comes your way."

"I won't leave you, AJ. I'll be right beside you the whole time and I'll keep you safe, I promise," said Rainbow Dash in a reassuring manner.

"Now then, I will be second since I'm reading the map we'll need to know where to go. As for third, Pinkie, you'll be following me. You're Pinkie Sense will be an enormous help for any dangers that might come our way."

Pinkie simply nodded.

"As for you, Fluttershy. You'll be the last of the group. You can fly or walk but keep an eye on the trail behind us. We need to be able to get back to civilization and if a piece of the trail collapses after we pass it, you need to let us know. Okay, darling?"

"Okay," whispered Fluttershy.

"Well that's settled. Now let's get movin'," said Applejack as she slowly began walking along the Cliffside.

They were cautious with their movements, fearful that any wrong move might send any of them to their deaths. They were silent as the focused on their movements and careful hoofing. Applejack and Rainbow Dash stayed close together, carefully making sure that the path was safe for everypony. Rarity followed close behind, one eye on the map and one on the trail. Pinkie trailed her, her attention focused but her head low. Fluttershy finished the rear of the group, making sure to never get more than five feet away from Pinkie.

Their progress was severely hampered by the gustier winds forcing Applejack to keep one hoof on her hat at all times while Rarity often had to ask them to stop so she could look at the map more clearly. The snow was also deeper here and patches of ice were all too common up here. No wonder why nopony braved these mountains until late spring, it was just too dangerous. After a few miles, they were all exhausted and decided to rest for a moment on the path, the night air making them all shiver.

"How much longer until the next cave," asked Applejack.

"What was that, Applejack?" shouted Rarity who strained her ears against the gusty winds to hear Applejack.

"Ah said, how much longer until the next cave?" she shouted back.

"About half a mile, according to the map."

"We really shouldn't be shouting," yelled Pinkie. "We might start an avalanche."

Everypony froze at those words and slowly looked up the face of the cliff. Fortunately the icicles and snow on the side of the cliff remained firm and motionless. They all let out a sigh of relief before agreeing that it would best to get to that next cave as soon as possible.

They began trudging upwards through the snow once again. They were braving some of Equestria's harshest elements and were slowly making their way to safety. Finding Twilight wasn't the main concern right now, finding shelter away from this retched and dangerous weather was.

When the finally rounded a particularly sharp corner they were greeted with the sight of a large cave. The trail continued on, but they were exhausted and none of them knew how much longer until they would find another cave. It was best just to rest and get some food before heading back out again.

They entered the cave slowly, their lanterns giving some light to the otherwise pitch-black cavern.

"I think we'll camp here," said Rarity as she went deeper into the cave checking for any signs of life. "It may not be a five star hotel but it's better than sleeping out in that snow where we'll freeze to death."

"Rarity, there ain't no wood up here fer a fire and Ah didn't bring none when we came up here," said Applejack.

"That's quite alright Applejack, we have the lanterns for a source and I can easily conjure some pieces of wood so we'll be fine."

"Is it safe down there Rainbow Dash?" called Pinkie her voice echoing down the cave. Rainbow Dash had gone further into the cave than the other four who chose to remain near the entrance.

"Yeah, yeah it's safe," echoed Rainbow Dash's voice quickly followed by her speedy appearance before them. "Actually, there's something down there I think you'll want to see."

"Umm…you mean go further down into the darkness of this cave?" asked Fluttershy tentatively.

"Would you rather stay here by yourself in the dark, Fluttershy?" asked Rainbow.

Immediately Fluttershy was hiding behind Rainbow Dash and stayed close to her as they walked down further into the cave. They rounded a corner and they saw a strange site. Bringing the lanterns forward to get a better view the five were surprised to find the remains of a campsite.

A small campfire had been in the center, its wood not more than a few weeks old. A clean and flat patch of dirt and rocks suggested that somepony had slept there and a few scratches on the cave's wall showed that somepony had been sharpening something.

"Well Rainbow Dash, it looks like you've stumbled upon an old campsite," remarked Rarity.

"It's not just that, Rarity. This campsite was used recently."

"She's right, Rarity," added Applejack. "Ah know from my experiences with campin' that this here wood was used no more than a week ago."

"So, somepony was here a week ago," stated Pinkie. "It could be anypony."

"No, it couldn't," said Rainbow Dash. "What kind of sane pony would come up here in the middle of winter just to camp in a cave?"

"I don't know, Rainbow Dash," said Rarity. "But if you think it's our Twilight who was here then I have to disagree with you. Sure, chances are it was her, since no normal pony would be up here in this weather, but we can't work with assumptions. We have to know if it was definitely her otherwise if we go after this pony and it turns about to be a wild goose chase then we would wasted valuable time."

"You're missing the point, Rarity," said Rainbow Dash in an angry manner.

"There was one other thing I found that was here. Go over to that pile of dirt and tell me what you find."

They all did and all were stunned to see two dark purple hairs with one boasting a pink tip.

"Oh my Celestia," exclaimed Fluttershy.

"Rainbow Dash, you are fabulous!" exclaimed Rarity who jumped and hugged Rainbow Dash in a tight embrace. "Oh thank you, thank you, thank you, thank you!"

"She was here alright," stated Applejack with a smile. "Our Twilight was here and not too long ago. She can't be much farther ahead of us. We may find her tomorrow!"

They were all ecstatic at knowing that their friend was alive. Hugging each other, thanking Rainbow Dash, and jumping for joy. Even Pinkie was a little happier with the news.

After the momentary enjoyment died down Rarity said, "Well, we know our friend was here and was alive. Hopefully she still is. But we're not heading back out in that weather until we have food in our stomachs and rested minds and bodies. I know you all want to find her desperately, I want to too, but we have to be practical."

"Rarity's right, ya'll," added Applejack. "There ain't no point in findin' Twilight if we are half-starved and half-insane ourselves. Let's get back ta our camp and get some grub."

"Should we take her hairs?" asked Pinkie.

"You take them Rainbow, you found them," stated Fluttershy.

"Are you sure none of you want them?" asked Rainbow Dash.

"We all want them, Rainbow Dash darling, but you found them. As the saying goes 'finder's keepers'. It's the least you deserve for all you've done so far," said Rarity.

With a small smile at Rarity, Rainbow Dash picked up the two hairs and firmly held on to them. She would not let them go. She would not let Twilight go.

They returned to their camp, set up, ate, and beamed at their renewed hope. Twilight wasn't far off now. They would find her, help her, and save her. Tomorrow was looking to be a bright and wonderful day.

* * *

Magicon awoke to loud knocking on his door. Sitting up in his bed, he looked around. It was still dark and quiet other than the knocking. Nopony was in the room other than him.

"Come in," he spoke in a loud voice making sure that the knocker would be able to hear it.

He climbed out of bed and lit a few candles as the knocker walked in and closed the door behind him.

"Greetings, Magicon," said The Doctor with his eloquent voice.

"Oh hello Doctor, good to see you." The Doctor looked a little exhausted but retained his composure and elegance before Magicon.

"I have good news for you. I have succeeded."

"With everything?"

"With everything."

"Oh, brilliant Doctor. Simple brilliant. May I see the information?"

"Certainly," said The Doctor as he pulled out a small parchment and placed it on the floor before Magicon.

Telekinetically bringing a few candles over, a smile grew on Magicon's face as he read through the document.

"Ah, so that's how they did it. Well, that's not too terribly difficult. With modern magic we should be able to raise the sun and moon with half the number of ponies as they did. Thank you so much, Doctor. I am in your debts."

"It was no trouble, Magicon. Now if that'll be all, I will be on my way."

"Yes, that's all. Oh, thank you, Doctor. Thank you so much. You have deepest gratitude and all of Equestria's."

"You give me too much credit, Magicon. Like I said, time is my expertise. So I'll leave you to your information."

He quietly left the chamber as Magicon read over the parchment once again. The process wasn't too difficult and wouldn't take too long to complete. But it needed to be delicate, especially with the sun. Well, Magicon was a delicate, but powerful, unicorn and he knew a few others who would help him. It must be done as soon as possible. Once he raised the sun and moon he could officially announce and mourn Luna and truly restore order and balance to Equestria.

Just then Magicon heard another knock on the door, this one more forceful. His heart fluttered as he knew whose knock that was. Rising from the parchment he opened the door to see a tired and disheveled Shining Armor before him.

"Shining? You look terrible. What happened to you?"

Walking in Shining Armor said, "It was the journey here. I rushed over to the palace as quickly as I could."

"But surely, you were in the palace last night. That's when you arrived."

"Umm…excuse me, Magicon? I didn't arrive last night. I arrived just now."

Magicon's jaw dropped to the floor as he fathomed what was happening. Here stood Shining Armor right before him, just arriving from Northern Equestria. But last night Magicon had been with Shining Armor. He had the happiest night of his life with him.

"Sh…Shining…something is very wrong."

"Yes, I know. Princess Luna has committed suicide and you did the right thing by summoning me."

"No! Not that! Something else. Last night another Shining Armor came and we talked in here."

"Another Shining Armor? But that's impossib-" he stopped himself as he realized what might have happened that night. "Changelings," he mumbled.

Magicon's eyes grew in horror with that word. "You…you don't mean…"

"I do. Hang on just a minute, Magicon."

Shining Armor turned around and brought the two guards from the door into the bedroom.

His voice was fast and cold as he began questioning them, "Did I come by here last night?"

"No, sir."

"Did I talk to Magicon at anytime between my departure and my arrival now?"

"No, sir."

"Did you see me at anytime between my departure and my arrival now?"

"No, sir."

"Are you one hundred perfect confident in your answers?"

"Yes, sir."

"Very well, you are dismissed."

Once they left Shining Armor turned to Magicon. "I'm sorry, Magicon, but are you certain that you saw me last night?"

"Absolutely. As clear as I see you now."

"Well then something doesn't match. Either a changeling snuck in here and talked with you or you're hallucinating."

"Shining, I swear to you. I was not hallucinating and it wasn't a changeling. It was you. Even the best of changelings would have difficulty impersonating you."

"Then you may have come in contact with a very powerful changeling."

"But…but that's not possible! It was you, I swear! I would know if it was a changeling, I would be able to detect it draining my love from me."

"You underestimate the power of Changelings. I was under Queen Chrysalis's spell for some time and never realized it. The same thing might have happened to you."

"But I didn't reveal any state secrets last night or anything. Surely a Changeling would want them."

"Changelings only want love so they can gain more power. By weakening you they can get the better of you and take Equestria."

"I swear it wasn't a changeling. No changeling would want my love, I have none."

"Then you are having serious hallucinations, Magicon. I suggest you see a doctor. You can't rule in your not 'all there' in your head."

"But…but…Shining-"

"No buts. Get to the doctor immediately."

Reluctantly Magicon did so.

"It just didn't make sense," he said to himself. "How could it be possible? Shining Armor and I were together last night. He had arrived in Canterlot last night and we shared our feelings for each other. There was real passion there and there was real love. No changeling could impersonate what happened last night. Then again, how did I end up in my own bed? Oh yeah, I went back to it after…that. But this just doesn't make any sense. Could have it all been a dream? A really intense dream? No, it was real. I felt it. Shining Armor and I confessed our deep passions to each other last night. It had to be real. It just had to be."


	14. Chapter 13

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 13**

"Rise and shine, girls!" shouted Applejack. "We're gonna find our Twilight today."

The girls slowly woke from their pleasant slumber in the cave. It had been a while since they had been indoors so they were enjoying its comforts. None of them wanted to head back into the cold and unforgiving winter.

Noticing the darkness still remaining, Pinkie asked, "Are we ever going to see the sun again?"

"I hope so," said Fluttershy.

"They better," said Rainbow Dash. "I'm not spending the rest of my life flying in darkness."

"Oh, I agree," added Rarity. "This darkness will certainly ruin my chances of showcasing my gems in my dresses."

"Girls!" shouted Applejack. "Can ya'll forget about the sun and focus on clearing camp. We gotta find Twilight today. It may be our last chance."

"Oh, Applejack," commented Rarity as she began disassembling camp. "You make it sound like it's the end of the world or something. I know you're excited about Twilight, we all are, but there's no point in rushing and doing sloppy work. We'll find Twilight."

"Ah'm just really worried 'bout her. That's all."

"And we are too, Applejack," said Rainbow Dash. "There's just a lot to worry about besides our friend."

Applejack sighed, "Ah guess you're right. Still, let's finish up and find Twilight."

They did so and when everything was thrown into Rarity's bag she looked over her map.

"Hmm…well it looks like this cave is on the map right here. So, since Twilight was here a few weeks ago and assuming the weather was worse, she probably made it only two to three miles a day. I don't know if there's another cave that close but we'll find out."

"Hopefully Twilight is still alive," said Pinkie.

"Pinkie! How can you say that?" exclaimed Fluttershy.

"It's…nothing."

"Pinkie, I know you're upset but Twilight is alive. She has to be," said Rainbow Dash.

Pinkie nodded and looked over at Rarity who simply shook her head.

"Alright, if everypony is ready then let's go."

They made their way back outside into the cold and windy snow. The cave had been so much nicer than this weather and walking along the narrow ledge for miles again did not look or sound anymore fun than it had been when they first started. They moved cautiously in the same order as yesterday but they tried to pick up their pace when they could. The fires of hope were burning brighter than ever thanks to real evidence that they were on the right track. Twilight was here and they would find her.

"So, Magicon, can you describe what happened?" asked the psychologist earth pony as Magicon lay down on the velvet couch.

"Doctor, are you sure this is really necessary? I've got things to do."

"Weren't you the one that came down here on your own?"

"I came at Shining Armor's request."

"Well then, you must respect him since you voluntary obeyed him."

"Well, yes…alright, fine. I'll do it for him. All of this is confidential, right?"

"Every word."

"Alight, well, doctor, it went like this. Last night, Shining Armor arrived back in Canterlot. He immediately came to my room and he caught me umm…err…talking to myself. We then talked which quickly turned into an argument and then it changed directions to a very different topic. We both kind of…umm…admitted our feelings toward each other."

The earth pony was silent, except for his calm breathing, as he sat across and watched Magicon recant his story.

"Then we 'did it' that night. Afterwards I returned to my chamber and slept through the rest of the night. I was awoken the next day by The Doctor returning from a favor I had asked him to do, followed by Shining Armor. But he looked very different from the previous night. His mane was ruffled and he looked like he had been in a fight or long journey of some sort. I told him about his appearance and he said that was because he just arrived from his journey and he had not been in Canterlot last night.

"I was stunned by this and didn't know what to do. I told him what had happened, minus the sexual relations, and he said that I'm having hallucinations or a changeling came and visited me. But I have a new thought now that perhaps the Shining Armor I saw earlier today is the imposter. Oh, doctor, what's wrong with me? What can I do?"

The psychologist was silent as he took in Magicon's story and closed his eyes as he tried to make sense of it and solve it.

He spoke slowly, "Were there any other ponies that saw Shining Armor?"

"Well last night, the guards outside my room would've noticed him but when Shining Armor questioned them this morning they said that they had not seen him up until that point."

"Were those the same guards that were there the night before?"

"Umm…I wouldn't know. My guess is a 'no' since we have day guards and night guards but with no sun or moon it's much harder to keep track of time. I haven't really been involved with the routine of the guards."

"Well, I suggest you talk to those night guards and see what they say but I think we have a real mystery ahoof."

"Doctor, am I having hallucinations?"

"Hallucinations can occur in overly stressed ponies but very rarely do they involve sexual acts. In the cases that they do occur it's usually either do to intense desire for sex or uncontrollable urges/actions. Do you have either?"

"I…I…don't know."

"Magicon, this is completely confidential. I will not say a word to a living soul. If you want to figure out the truth you must be honest with me."

Magicon sighed and looked at the doctor with uneasy eyes. "Well, I do have feelings for Shining Armor, though not as much as I did when he was single, and I do have the tendency to lose control over some of my magic and my words when I'm emotionally stressed."

"Very good. Alright, if it was a hallucination then you wouldn't be able to vividly recall every detail from last night. Can you recall every detail from your experience with Shining last night?"

"Yes, I can. I can remember the sights, the smells, the tastes, the touches, and the sounds."

A wave of pleasure crashed against Magicon as he shuddered and closed in eyes in remembrance.

"Oh, yes," he whispered.

"Magicon, Magicon," exclaimed the doctor as he clopped his hoofs together brining Magicon out of his pleasurable flashback. "I don't want to go there. I can see that you really enjoyed it last night but I would rather not see or hear about it in detail, thank you. Now, I'm going to try something. It's a form of hypnosis and I want you to completely relax, close your eyes, and listen to every word I say."

Reluctantly Magicon did so. The psychologist went to his phonograph and began playing soothing music before returning to Magicon. His voice was gentle and mystical as he spoke.

"Now, I want you to completely relax and stretch out your forehoofs directly in front of you. Keep your eyes closed and just stretch out your hooves."

Magicon obeyed.

"Keep your hooves out in front of you but relax yourself. Relax every muscle in your body. Relax your head. Just relax. Now think of the sun. Imagine you are staring directly into the sun, but you are completely relaxed."

Magicon saw it, the bright sun, its warmth, its radiance and the relaxation that it held over him.

"Keep your mind focused on that sun and relax. Now, inhale with your nose, like your smelling the wonderful aromas of clean air and a garden."

Magicon did as instructed and made a loud but slow sniff.

"Now, take deep breaths. In through your nose, out through your mouth. Go slowly."

Magicon did and continued smelling the fresh gardens of springtime and the warmth of the sun. He felt completely relaxed and at peace.

"Now, Magicon, when I clop my hoof one time, you will lower your hooves to your side."

The psychologist clopped his hooves together and Magicon's arms fell to his side, his eyes still closed and breathing deeply.

"When I clop my hooves two times the sun will disappear and you will open your eyes."

He did the same and Magicon blindly and silently obeyed.

"If I touch your shoulder you will immediately close your eyes, stretch out your hooves, and relax. Now, when I ring this bell you will sit up and tell me what happened after your sexual episode last night."

The doctor rang the bell and Magicon rose and leaned his lower hoofs over the side of the couch. His eyes were dull and lifeless as he spoke in a monotonous voice.

"After having sex we fell asleep in each others arms. I was awakened by a few whispers from the window. I slowly and stealthy climbed out of the bed, making sure that I would not wake Shining and walked over to the window. Hiding in the shadows next to it I jumped in front of the window but saw nopony there. I opened it and still say nopony. Assuming it was my imagination I returned to the bed but accidentally woke Shining Armor.

"We talked about what we just did, how good it felt, and how much we changed. We then agreed that we should return to the palace separately so as not to avoid attention. We opened the door to exit the room and we found a swarm of pony reporters and photographers taking every single picture and asking hundreds of questions at us. Shining Armor and I were shocked and couldn't make sense of anything and I panicked. In the panic I shot an uncontrollable memory erasing spell that erased the memories of everypony within fifty feet, including Shining Armor. It made them forget the events of the day, including my affair with Shining Armor.

"As for Shining Armor, I knocked him out and teleported him to some random dark alley and walked back to my own. I fell asleep in my bed and woke up to the sound of knocking on my door."

Magicon felt a touch on his shoulder and reverted into his relaxed state.

"That will do, Magicon, now I'm going to ask you a few questions. When I say 'number' after every question you will open your eyes, sit up, and answer the question directly."

Magicon made no movement and remained in his state of relaxation.

"Question one, are you Magicon, number?"

Magicon opened his eyes, rose, and said, "Yes."

The doctor touched his shoulder again and asked, "Did you have sex last night, number?"

"Yes."

"Did you have sex with Shining Armor last night, number?"

"Yes."

"Were you caught by other ponies for having sex with Shining Armor last night, number?"

"Yes."

"Did you cast a memory spell to protect yourself, number?"

"Yes."

"Did you cast that memory spell under your own will, number?"

"Yes."

"Did you have control of the spell once you cast it, number?"

"No."

"Did the spell rebound and affect you, number?"

"Yes."

"But you remembered some of it. How is that possible, number?"

"The spell had already affected the other ponies when it rebounded and was considerably weaker when it struck me. I only consciously forgot what had occurred in the last minutes."

The doctor clopped his hooves and Magicon's arms lowered to his side, his eyes closed, and his mind focusing on the sun.

"Alright Magicon, when I count to three you will exit the hypnotic state. You will resume your normal personality and you will remember everything from last night and what just transpired here in this room. One, two…three."

Magicon immediately opened his eyes, color flushing through them, and stared wildly about the room. He quickly rose and stood up while the doctor remained seated directly across from him.

"D…doctor…did I really do that?"

"Your subconscious says so and that tends to pick up information that the conscious forgets."

"Oh…my…Celestia. I can't believe it. Oh, I'm such a bad pony," Magicon put his head in his hoofs and sat down, tears welling up in his eyes.

"Oh, Magicon. You had urges. Urges that you suppressed for a long time. When the chance came to release them you jumped at the chance, even when your conscious said 'no', your subconscious said 'yes'. I'm not saying what you did was wrong but someponies will find it morally reprehensible."

"But…look at what I've done because of these damned urges. I abandoned my duties, had sex with a married pony, erased the memories of two dozen ponies, including my lover, and erased part of my own. I should've said no. I should've just ignored it. I should've…"

Tears now streamed down Magicon's face as shame overcame him.

"There, there, Magicon," said the psychologist as be brought over tissues to the crying unicorn. "It's not the worst thing that could've happened. Your alive, your reputation is fine, and you did the right thing by coming to me."

"Doc…doctor…what do I do now?"

"That's your choice to decide. You can restore their memories or not, but I'm not going to sway your decision with my own thoughts."

Magicon was silent as he continued his crying, albeit quieter than before.

"Doctor, is it my fault for giving in?"

"Absolutely not, Magicon. We all need release sometimes and you've been stressed for the past few weeks ever since Celestia's death. It's amazing you withstood it for this long."

"So, it's not my fault?"

"No way. You're a good pony, Magicon. You've done good for all of Equestria and you will continue to do more."

The fire of hope was rekindled inside Magicon. His tears dried and felt himself filled with strength.

"You're right doctor. I am a good pony. It's not my fault that I fell, but I'm rising up again and will do good for Equestria. I will be remembered for my work. Speaking of which I better get working on raising the sun."

He rose and made his way toward the door.

"Thank you, doctor."

"You're welcome."

Once Magicon closed the door behind him, he wiped the hopeful smile from his face. His heart wasn't full of hope, it was full of bitterness. He slowly began walking back to his chamber.

"Well he was most helpful. Instead of a changeling taking my love I make love with the real stallion and then erase his memory. That's just great. The doctor was right. I had urges and I gave in. I am weak. It wasn't my fault that I gave in; it's Shining Armor's. He knew I liked him and he played on that. He took whatever measures he could to weaken me. With me weakened he can have greater chances of removing me from the throne. Well, I won't have it! No way! He thinks he made me weaker, well he's wrong. I am only stronger!

"I have learned. I can't trust anypony. It's truly for fools. Shining Armor knows I was involved with Celestia's and Luna's deaths and now he has an advantage over me that he can use against me and ruin me. Well, that won't happen. I will ruin him. He will rue for what he did last night. He will rue it!"

With those words, Magicon stormed off to his room determined to make Shining Armor pay.

"Uh, Rarity, how much farther?" shouted Applejack, barely able to see a foot in front of her. The weather had seriously taken a turn for the worst. The wind was howling and snow was gusting everywhere. Rainbow Dash and Fluttershy were grounded and Applejack had to remove her hat in order to prevent it from blowing away. The cold stung their eyes and the snow was getting higher and heavier with each step. If they didn't find shelter soon, they might freeze up here and nopony would know.

"I don't know, Applejack," Rarity shouted back. They had already passed up a cave in their hope of finding Twilight today but that hope was quickly fading with this weather.

"If we don't find shelter from this blizzard soon," yelled Rainbow Dash, "We'll freeze to death."

"How's everypony holding up?" yelled Rarity as she attempted to turn around at the group behind her.

"We're alive," said Pinkie. "But I don't know how much longer we can handle this cold."

"Fluttershy back there?" asked Rarity.

"Yup, but she's struggling."

"We need ta find someplace ta rest until this here blizzard ends," yelled Applejack.

"And abandon Twilight? She could be out here in this blizzard!" exclaimed Rainbow Dash.

"We have no choice, Rainbow," responded Rarity. "Either we find shelter, wait, and then go find Twilight or we look for her and freeze to death."

Grumbling, Rainbow Dash knew they were right she just hated wasting time when they could be looking for Twilight. Just then she felt a pull on her tail. Turning around she saw Applejack firmly clamping on her tail with her mouth.

"Applejack. What are you doing?" yelled Rainbow Dash.

Between her teeth Applejack managed to shout, "If we don't hold on ta each other we're gonna lose each other. Ah'm not takin' that risk."

Rarity managed to hear it and with a bit of hesitation grabbed onto Applejack's tail, instructing Pinkie Pie and Fluttershy to do the same. With all of them secure they moved forward, struggling to keep their eyes strained on the pony in front of them. The wind howled ceaselessly, like the endless night that hung behind the clouds above them.

They continued their march through the deepening snow. It now climbed higher than their knees and reached halfway up their forelegs. Each move was more exhausting and more disheartening. Their pace slowed with each step until they were moving slower than a snail's pace. The cold was getting to them and they felt drained and tired. Icy breaths were beginning to penetrate their coats and they were all turning into snow-ponies.

Suddenly Rainbow Dash, despite her desperate and hardest efforts, collapsed. Leading the pack had just been too much and her body just couldn't handle it. Though she was the most athletic and toughest of the group, the blizzard was too much for her.

Applejack rushed up to her followed by the rest of the group. Rainbow Dash struggled to keep her eyes open as Applejack rolled her over and sat her up in the snow.

"I'm…I'm…sorry," was all she could say in a weary voice.

"No, Dashie. Ah'm the one who should be sorry. Ah should've taken the lead. Ah should've put mahself before ya'. Ah'm such a stupid pony." Tears were welling up in her eyes as she said these words.

"AJ?"

"Yes, Dashie? Ah'm here."

"Pr…promise me you won't…leave me."

"Ah promise."

"Pinkie Promise."

"Beyond a Pinkie Promise."

A delicate smile appeared on Rainbow Dash's with those words. She motioned Applejack closer to her face.

"I love you, AJ," she whispered before kissing her.

Applejack returned the kiss with the same affection and love. "Ah love ya' too, Dashie. This ain't good-bye. You're stayin'. You're gonna live. You're gonna be a strong girl for me. You're gonna be that pony I fell in love with. Dashie? Rainbow Dash! DASHIE!"

Rainbow Dash closed her eyes and her body was turning limp.

"RAINBOW! NO! NO! NO! Ah won't accept this, ya' here? Stay with me! Don't go! Don't leave me!"

Tears now cascaded down Applejack's face and froze even before the reached the bottom of her cheeks. She hugged Rainbow Dash's body tightly, determined to keep her alive. She wasn't going to let her best friend and her lover go this easy. Rainbow Dash was stronger than any weather in Equestria. She had to be. She just had to be.

The other three watched the scene with dismayed and horror-struck faces. Their friend couldn't go like this. They faced greater and deadlier enemies than a blizzard. They were here for a good reason, why should Rainbow Dash go now and like this? It was impossible; simply impossible.

Rarity's and Pinkie's eyes unleashed waterfalls of tears while Fluttershy remained motionless and lifeless, still retaining her horrified expression. This was it. Their best friend had succumbed to the weather. She was a goner.

Turning to Rarity, Applejack asked in a croaked voice, "There's gotta be somethin' in that bag for Dashie! There has to be!"

Rarity ceased her crying and tore through her bag, searching for anything that would help Rainbow Dash. She pulled out blankets and coats and tossed them to Applejack who tightly bounded them around Rainbow Dash. Other than that she found nothing other than what they were already wearing. They were all wearing full winter clothing and it still had not been enough to protect them from the cold. Layers and layers of the warmest clothing could not keep out the cold that was now claiming Rainbow Dash.

Like countless ponies before her, she would perish here on the high mountains. Her dreams, her ambitions, her hopes would end here. It was the end of the line for Rainbow Dash. It would end here.

Just then, the gusty winds died down just enough to allow the girls to see a small outline of a cave slightly further up the trail. Grabbing Rainbow Dash, the girls charged through the deep snow until they reached the cave.

Once inside, Rarity magically sealed off the entrance while Applejack laid Rainbow Dash down while Pinkie began working on a fire. Fluttershy inspected the cave for any creatures. The cave was smaller than their last one, but with Rarity's barrier it would trap the heat in and keep all of them warm. Once Pinkie started the fire Applejack brought Rainbow Dash's frozen body directly next to it. The marks of the storm were now clearly visible in the light.

Her cyan mane was barely visible, buried against a thick layer of snow and ice. Her Rainbow Mane had lost its color and was just as motionless as her. Her eyes remained closed; shielding their magenta color as the fire slowly melted the snow and ice on her.

"Fluttershy," called Applejack. "Com'ere and see if she's alright."

Fluttershy did so and examined Rainbow Dash, placing her hoof on various points in her body carefully listening for pulses and heart beats. A relieved smile dawned on her face as she spoke.

"Well, umm…I'm sorry, but I have good news and bad news."

"What's the good news?" asked Rarity.

"Rainbow Dash is alive."

All of them let out a long sigh of relief while Applejack thanked Celestia and hugged Rainbow Dash tightly.

"And the bad news?" asked Pinkie.

"Rainbow Dash is really weak, and may not be able to go outside in this weather for a while."

"Well that's not too bad," commented Rarity. "I thought you were going to say something like 'she's in a coma' or the like."

"Oh, I'm sorry."

"Oh no, Fluttershy. That's a good thing. Better her to be alive and conscious rather than just alive."

"Okay."

"Come on ya'll, we better get unpacked," said Applejack who remained clinging to Rainbow Dash whose breathing was becoming audible.

"Who goes there?" asked a loud voice towards the end of the cave. Fluttershy screamed and jumped behind Rarity while the rest of the gang remained motionless, whether it was from fear or shout nopony could say.

"We could ask you the same question," responded Pinkie.

"You have entered the realm of the Great and Powerful Celestia, state your business or leave at once."

The girls looked at each other with confused expressions. The voice didn't sound like Celestia. It was cold, croaked, and harsh. Though it was a female voice, it sounded nothing like Celestia's warm and caring voice.

"Who are ya'?" asked Applejack.

"I shall be the one to ask the questions, now let me ask you again, what is your purpose here?"

"We're lookin' for our friend, Twilight Sparkle."

"I know nopony by that name."

The girl's confusion only continued.

"Begging your pardon, Great and Powerful Celestia, but Twilight Sparkle was a student of yours and your most talent student at that," said Rarity.

"I do not have students. I do not teach. I do not have the time. I only have time to rule Equestria. Now do you have anything further?"

"Well, we were hopin' that we could stay here the night. Ya' see, one of our friends has been injured by that there blizzard outside and she can hardly breathe. So we would like to rest and take care of her," said Applejack.

"No!" Celestia's voice boomed.

"Beg your pardon?"

"I said no. My kingdom is a land of healthy and tidy ponies; not one of the sick and dying. Everypony is happy in my kingdom. No, I demand that you leave my kingdom at once."

"Please Celestia, see reason," begged Rarity. "You can't expect us to go back out in that storm with an injured pony?"

"I can and you will. For all I care, you lot can to Tartarus. Now leave at once or I will banish you all to the moon forever."

The girls were speechless. It didn't make sense. How could Celestia do this? How was she even alive and why was she here in these mountains. Nothing was adding up.

"We're not going anywhere," said Pinkie defiantly.

"Yes, you will."

"Our friend is injured and we're staying by her side. We're not leaving anypony. If you don't want us here then you're going to have to remove us yourself."

"Very well, you damned ponies, don't say I did not warn you."

The walls and ceilings began to shake violently as small rocks began tumbling down. The girls quickly huddled together while Rarity casted a shield to protect them.

"What's going on?" asked Fluttershy.

"I don't know," said Rarity. Just then the rocks stopped tumbling and the cave quieted down. At the end of the cave the girls could see the silhouette of a single pony stepping forward. While they watched her in curiosity, they saw her horn glow a dark magenta and shoot a beam directly at them dissipating Rarity's shield and knocking them to the floor.

Rarity quickly rose and cast a defensive spell to shield them from the attacks.

"I can't hold this for much longer," she said. "Somepony needs to stop her."

Just as Rarity said that, Pinkie sprang forward dodging spells until she jumped into the air and hesitantly tackled the pony straight to the ground. There was no fight, no yelling, and no struggle. Pinkie just sat on top of the pony that had attacked them, ashamed of what she had just done.

The others joined her and with their lights saw a pony that made them all scream. Right in front of them was a barely-awake, bone thinned, and purple coated pony named Twilight Sparkle.


	15. Chapter 14

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 14**

"Is that…is that really our Twilight?" asked Fluttershy as the huddled around her.

"It sure is," answered Applejack.

"But why didn't she recognize us? Why did she attack us?" asked Rarity.

"From what she said it sounded like we were invading her territory," said Pinkie.

"And why was she pretending to be Celestia and not even a realistic Celestia at that?" asked Fluttershy.

"I think Twilight reverted herself into the old Celestia," answered Rarity. "From what I've heard from scholarly ponies in Canterlot Princess Celestia only became truly warm and friendly once she banished her sister. Before that she had been unmerciful and uncaring to ponies. From the looks of it, Twilight found comfort in that old Celestia and took on her personality."

"Ah guess that was her way of dealin' with the emotional stress," remarked Applejack. "She couldn't handle the kind Celestia that was just taken from her so she took the old Celestia that disappeared long ago."

"And she didn't even recognize us," commented Pinkie. "She fully attacked us. I felt so uncomfortable tackling her. I tried to do it gently and was so lucky that she didn't put up a fight. I couldn't live with myself if I had to fight her hoof-to-hoof."

"You did what you had to do, Pinkie," said Rarity. "At least she's alive and with us."

"But why didn't she recognize us?" asked Fluttershy.

"My guess is that Twilight was so emotionally stressed that she blocked all memories of her current life. She just couldn't handle them. So with blocked memories and a compassionless personality, it makes sense that she would attack us," stated Rarity.

They were silent for some time as they stood there looking at the barely-conscious unicorn on the floor before them.

"So, what now?" asked Pinkie quietly.

"Well, for one, let's bring her over ta the fire," said Applejack. "Two, get her some food and water. She looks like she hasn't eaten in days, probably longer. Three, keep an eye on her. Ah need to check up on my Dashie."

The girls did as instructed and dragged the barely-conscious purple pony over to the small fire and laid her down gently. Rarity rummaged through her bag and produced a canteen of water, pieces of bread, and an apple. It wasn't much, but it would help Twilight.

Applejack sat directly across from them with the now sleeping Rainbow Dash, slowly stroking her mane and keeping her warm under the blankets. She looked so peaceful in this state and the site of the two girls would make anypony feel warm and content inside. It was an "aww…" moment.

"Is there anymore we can do?" asked Fluttershy.

"Ah'm sorry, Fluttershy, but no," answered Applejack. "Ah've worked with sick and injured ponies and Ah know that the best thing that can be done for them is give them good food and a comfortable bed. We don't got either, but we ain't struggling."

"We'll have to let them rest," added Rarity.

"What are we going to do when they wake up?" asked Pinkie.

"We'll just have to figure it out," answered Applejack. "We don't know what'll happen when they'll wake up so we'll work with them when they do."

"At least we're all here and safe," said Fluttershy.

"Yes, our struggles weren't in vain. We found Twilight, just like we promised. Now we have to help her," said Rarity as she began slowly setting up camp.

They had found her, their Twilight. She wasn't what they expected, but it was definitely her. They didn't know how dangerous she would be when she woke, if she woke, and they didn't know if Rainbow Dash would be alright. But they knew one thing: they were together and going to help each other no matter what.

* * *

Magicon's mind was in a blur as he tore through the halls of the palace. He didn't notice who or what he passed as he galloped down the halls, nor did he care. He was solely focused on one goal: Shining Armor. Forget the royal duties, this was personal.

Storming into his bedroom Magicon thrust open the door to find his chamber completely deserted. Even worse, the parchment with the instructions was missing. About to gallop out of the room, a small parchment caught Magicon's eyes.

Telekinetically lifting it and brining it over to him, it read:

_Magicon, _

_Hope all went well with the doctor. Found the instructions on how to raise the sun and moon. I went to gather the strongest unicorns in Canterlot. Meet me in the tallest tower of the palace as soon as possible. _

_ Shining Armor_

Magicon stared at the letter, unsure if he should be scolding or praising Shining Armor for his actions. His royal duties were flushing back to him and this was the most important one. Glancing at the clock Magicon saw that it was too late to raise the sun, but still too early to raise the moon. There was time, and he would need that time to train those unicorns and himself. Everything had to go right for the benefit of all of Equestria.

Smoldering from the royal duties now forced upon him, Magicon grumbled to himself and tore the parchment and burned it over one of his candles. Shining Armor was right; his duties came first but he hated the very fact of it. He wanted to hurt Shining Armor, force him to understand what he had done but he couldn't. It was his responsibility to sacrifice his personal ambitions for the safety and comfort of all ponies. He had no choice; he had to help Equestria. Shining Armor would have to wait; Equestria came first.

Realizing that, he left his room, quieter and calmer then before and slowly walked up to the tallest tower. He didn't know what he would find but he hoped Shining Armor knew what he was doing. It was a long and slow climb, and being forced to contain his personal ambitions didn't help in any fashion. Magicon was sour and each step towards the top only further deepened him into bitterness. By the time he arrived at the door at the top of the spiral staircase he was visibly annoyed. He wanted to make Shining Armor pay and Shining Armor was unknowingly torturing Magicon by making him perform his duty for Equestria.

Taking a deep breath, which only removed the annoyance on his face, Magicon knocked and opened the door. Inside the large circular room sat a group of two dozen unicorns with Shining Armor and Starry Skies among them. Some were professors from the university, others scientists, still others advisors, and even some generals.

'Quite a mix of unicorns,' Magicon thought. 'Let's hope they're all quite good in the magical arts or Shining Armor's work would've been in vain. I would _hate _for that to happen.'

"Welcome, Magicon," said Shining Armor as all the unicorns turned to him. "I see you received my note. I'm glad you were able to make it."

"I would not miss this, Shining Armor. Whether it was my duty or not, I would be here helping Equestria for all ponies."

"Very good, come over here and have a seat. Since you were the one who discovered the method of raising the sun and moon from the ancient unicorns, you will instruct us in it."

"Yes, Shining Armor."

'Why do I still feel attracted to him?' Magicon thought as we walked over and sat beside Shining Armor. His radiant heat made Magicon's heart flutter but he resisted it. Now was neither the time nor place for those feelings. He knew Shining was hiding his true feelings as well, even if he never admitted to Magicon or himself. But Shining was also a military man; he knew how to hide personal feelings and replace them with duty. That's where his mind was solely focused on: duty. Magicon's mind needed to be focused there too.

Handing him the parchment Magicon silently read it over and reacquainted himself with the instructions.

"Alright. So I don't know if Shining Armor read over the instructions to you or not but here's the basics of it: raising the sun required approximately 20 unicorns while the moon required approximately 15. Often than not, the same unicorns rose the sun and moon. When Celestia and Luna came to power and raised the celestial bodies all by themselves the skill was lost over time, not before it was recorded and rerecorded on this parchment.

"But moving on, we're not going to just raise the sun and moon, we're going to put them on a natural cycle that will allow them to rise and fall on their own. In addition, they will work within the seasons and the orbit of the planets so that Equestria will maintain its seasons and natural cycles that have existed for thousands of years. It is my belief that even before the unicorns learned the skill the sun and moon rose on their own, in balance and always providing life for Equestria. The sun and moon already fall on their own, so half of the job has already been done for us. Why am I doing this? Because of the simple fact that we all have lives to lead and maintaining the sun and moon is just too heavy of a burden for any group of normal ponies to maintain."

"Now then, we'll have to be extremely delicate and meticulous with this process. There are slightly more than two dozen of us here so we can't afford much error. Though I am sure you are all gifted in the magical arts, I'm not taking any chances. If we screw this up it could spell disaster for Equestria. So we're going to start with the moon because it is smaller, denser, and easier to control than the sun. It will give us good practice before we raise the sun.

"Don't think we're just going to do this head on, oh no. We're going to practice first. I want each of you to conjure up a fairly large rock right now."

The unicorns including Shining Armor obeyed and within seconds two dozen large rocks filled the room.

"Good, now I want you to imagine that these rocks are the moon. You are to slowly and delicately bring them up off the ground and hold them in mid-air."

The unicorns did so with ease.

"Keep them in mid-air. Just hold them. Shining, drop your rock. I want you to choose a rock and cast this spell on it."

Magicon showed Shining Armor the parchment and pointed to a specific section of it where the spell had been written. Shining Armor carefully read it over and mumbled the incantation to himself.

"Whenever you're ready, Shining."

Shining Armor looked over the incantation one more time and then picked a rock, spoke the incantation, and cast the spell. The rock immediately began to rise on its own and move in a circular motion above the unicorn who had cast it. He struggled to regain control of his rock until Magicon instructed him to stop casting it. Every unicorn watched as the rock slowly circled, sometimes the circle was longer, more like an oval, while other times it was a complete circle. In addition the rock was spinning in the opposite direction to its orbit.

"Good, so the spell works," said Magicon as he cast a spell that stopped the rocks movements and it fell to the floor with a thud.

"That rock was Equestria and the new spell was its orbit around the sun. The world rotates and orbits around the sun and the moon orbits around Equestria, astronomers have proven this. But with Celestia's and Luna's unfortunate deaths Equestria has stopped rotating. We are in a permanent state of darkness without the sun or the moon. We're going to fix that by giving the sun and moon the ability to rise and fall on their own but always in balance with each other. It'll be exactly like Luna and Celestia had never left."

"Now we're going to do some more practice until we are confident that we can raise the moon. If we look at the clock now we see that the sun would be up right now so we have a few hours to practice and prepare ourselves. So let's begin."

All of the unicorns practiced their magic with rocks and other objects, both large and small to understand how the sun and moon worked and how Equestria fit into it. As they all practiced Magicon and Shining observed them and helped them. It wasn't going to be easy for any of them but they had to do it; for themselves, for their families, for Equestria.

As the hours ticked closer to moonrise Magicon asked to speak with Starry Skies out on the balcony. The air was cold and the darkness still cloaked everything. Only the twinkling stars of the night gave any light to dark countryside.

"You've done well so far, Magicon," said Starry Skies.

"Thank you, Starry Skies, but I'm still very worried. What if we can't do it? What if it's just too big?"

"There is nothing bigger than the sun and moon. If you can do this, you can do anything. I have complete confidence in you and these unicorns. You will not fail."

"Thank you."

"You're welcome."

"It'll be nice to see the sun again."

Starry Skies chuckled, "Yeah, but first we'll have to see the moon."

"Haven't we had enough of the darkness?" teased Magicon.

"Yes, well. The good news is that the darkness has allowed me ample time to observe the stars and changes in them."

"Has the stars said anything about the sun and moon?"

"As a matter of fact they have. When it comes to anything in space the stars are extremely accurate. They foresee the sun and moon's rise and have adjusted themselves accordingly."

"Well let's hope that is true."

"The stars in the heavens have said it, Magicon, you will be successful. I'm not saying it will be easy but you will be successful. You will be heralded as a hero and a savior to Equestria."

Magicon chuckled and thought, 'You don't know how right you are,' as he spoke kinder and gentler words.

"Oh, thank you, Starry Skies, but I don't deserve all the credit. Shining Armor and the unicorns in there deserve it just as much as I do. Besides, we haven't even started yet. Though the stars may tell us, fate can always step in and change everything."

Starry Skies chuckled, "Ah, fate. You believe in it?"

"Very much so. Fate and I constantly interact like two dancers."

"Alright, Magicon, no need for poetic readings and thoughts now, you have a kingdom to save."

"Yes, we do," said a voice behind them. They turned around to see Shining Armor standing in the doorway slowly walking out onto the balcony. His gaze was fixed and determined, the mark of a military man on duty.

"I have a found and trained the group you asked for," he said.

"Oh you did, Shining? Well, fantastic. They're all talented, I can see that, but I needed those with the extra drive and talent."

"Well, I did my best and I think you'll be very pleased with the results."

"Magicon, I must remind you that it's nearly time for the moon to rise," interjected Starry Skies.

"Thank you, Starry Skies. Go inside and instruct the unicorns to prepare and get that group Shining Armor selected ready. They are the ones who will be helping put the moon on its natural cycle."

"Very good, sir," said Starry Skies and quickly went inside leaving Magicon and Shining Armor on the balcony alone. They stared at each other. Shining remained hardened and focused, his eyes dark and mechanical while Magicon looked soft and nervous, his eyes trying to hide his fear and subtle anger.

"What do you wish of me, Magicon?"

Magicon was silent a few moments before he spoke, "Shining, I just…I just want to thank you for everything you've done for me and for Equestria. You don't know how much this means to me."

"Judging by your appreciation, I would say quite a bit."

"Well, yes. Listen, if all goes well with the sun and moon, I would like to talk to you privately afterwards. I have some…personal matters that I would like to discuss with you."

"Of course, Magicon. If you need advice, I'm more than willing to share it and help you. But like you said, later. Right now we have a moon to raise."

"Agreed," said Magicon as they shook hooves and returned to the room.

Inside Starry Skies was just finishing his talk with the selected group of unicorns while the others quietly chatted amongst themselves. They all hushed as Magicon and Shining Armor entered the room.

Taking his stand at the head of the group Magicon cleared his throat before speaking.

"First of all, I would like to thank each and every one of you for your time and devotion to Equestria. Your service will not be forgotten. In our hour of need you all rose and agreed to help your kingdom. Our dearly departed Celestia and Luna are smiling down on us as we sit here right now. We will never forget what they did, or how they helped Equestria countless times. But now is not the time for reminiscing, now is the time for action.

"This will not be an easy task but I am confident we will succeed. Each of you has a unique skill that you bring to the table and, although I didn't get to know you all very well, I am thankful to say that I worked with the best unicorns in all of Equestria. I can feel that our triumph is near at hoof. Equestria will be saved all thanks to you. Now, our time is nearly upon us and you know your task. So let us right the wrongs and save Equestria! For Celestia! For Luna! For Equestria!"

The unicorns mildly cheered with Magicon as they all proceeded onto the balcony. It was tight fit but every unicorn managed to squeeze in. Starry Skies remained inside looking through his telescope and the clock, ready to tell them when to begin the process. Everything had to go right and everything came down on the line here.

Fifteen unicorns lined the railings of the balcony facing the dark horizon. The moon would rise form there. Behind them stood the rest of the unicorns, Magicon and Shining Armor included, to help if needed and to cast the spell that would put the moon on its own natural course.

They waited in uneasy anticipation for Starry Skies's cue. Magicon tried to calm himself but was unsuccessful. Shining Armor stood tall and defiant, his breathing heavy, like a soldier right before the march into battle.

Magicon closed his eyes and thought about the moon and the pony who bore it as their cutie mark. He knew Princess Luna was not smiling down on him, she was probably hoping he would fail. He had betrayed her and for what? Simply because he believed in an ancient and secret philosophy. Was it worth it? A part of him said 'yes', another said 'no'. The pros equaled the cons, yet Magicon did not feel the balance that should be there. Perhaps pros and cons weren't supposed to be balanced. Perhaps one side always held an advantage over the other, just waiting to be discovered. It was a great internal mystery that had yet to be solved.

"Ten seconds," called Starry Skies behind them snapping Magicon out of his philosophical thoughts.

"Horns at the ready," called Shining Armor as every unicorn's horn began glowing a wide array of colors.

"Five seconds," called Starry Skies.

"Get ready," prepared Magicon.

"Three, two, one, Go!" called Starry Skies.

Instantly every unicorn in the front began to put their magic towards the moon below the horizon. It was immense, dense, and still. They felt the craters that dotted its surface, the rough and uneven texture, the thickness and density of its massive rocky whole. Putting every ounce of magic they had in them, they slowly combined their magic into a whole that encircled and engulfed the moon.

While Shining Armor observed the fifteen with his eyes Magicon observed them with his magic as he saw them successfully capture the moon. Now was the time to get it moving.

"Good, now slowly move the moon upwards," instructed Magicon.

The unicorns obeyed and, as a whole unit, began slowly moving the moon forward. Everypony was silent as every magical skill they ever learned coursed through them. Many closed their eyes from the strain while others felt intense pressure on their horns and bodies.

"Don't give in," encouraged Shining Armor, noticing some of their postures weakening. "Do it for your princess! Do it for Luna! She was able to do it and so can you! Do it for your families and for your Equestria!"

They continued, and Magicon threw his magical weight into the process. Closing his eyes and focusing his magical energies into the fray he felt the massive weight and the difficulty of moving it but he wasn't giving up. His pride refused to give in and he continued to pour everything he had into the celestial object now just below the horizon.

"That's it!" cried Starry Skies as he observed the first rays of moonlight shining over the horizon.

"Keep at it," ordered Shining Armor. "You're nearly there. Just keep pulling."

They did and with a large tug the first tip of the moon was over the horizon. But they didn't stop, they had to keep going. The pulled and pulled, nearly breaking their horns and destroying their magic but they continued.

Shining Armor, Starry Skies, and the remaining unicorns were now giving full on cheers and words of encouragement. They had added fuel to the fire of determination and the sixteen pulled harder and harder. But the moon was moving too slowly, Magicon was now searing in pain. His forehead screaming for an end as his magic began to flicker.

'No! No…this can't be. I'm failing. We're failing. We're failing Equestria. It's all going to end here. I'm a disgrace. I failed. I-'

"That's it!" cried Starry Skies.

"Release and disarm!" order Shining Armor as the unicorns slowly took their magic off of the moon. Once they did, many collapsed onto the ground and each other, completely wiped from the exhaustion. Even Magicon felt the intense strain as he swayed and rocked before opening his eyes. What he saw brought the greatest success a pony can feel.

There, fully above the horizon was the moon in all its quiet glory, its white light bathing Equestria in the muted glow of the true night. Magicon was beyond ecstatic as a child's smile of joy brightened onto his face. The other unicorns felt the same thing as some jumped for joy and hugged each other at their success, while exhausted ones simple raised their heads and smiled.

"Hold the celebrations just for a minute," called Shining Armor drawing the attention of everypony as he with his group of remaining unicorns stepped forward. They loudly cast the ancient incantation in unison and their horns shot out a blinding golden beam that converged into one single beam before hitting the moon. The golden spell enveloped the moon and shone around it for a minute before fading into the natural white of the moon.

"Let's hope that worked," said Starry Skies as he emerged from the indoors and looked up at the moon.

"It did, I felt it," said Shining Armor confidently.

"We'll have to wait for the next moonrise to see," said Starry Skies.

"Well, at least for one night we have the moon and tomorrow we will have the sun," said Magicon.

The three of them exchanged small smiles as the unicorns celebrated in the moonlight. One mission had been a success, the other was waiting. Nopony knew if the sun would be a success but they had time to practice. If anything could be learned from that night it was this: regular ponies could do the work of alicorns. Equestria had really changed.


	16. Chapter 15

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 15**

The snow continued to fall as she lay there. She couldn't move. She felt pinned into the snow. She desperately tried to flap her wings but felt no response. She struggled to break free of her snowy prison now crushing on her with more weight. The cold was seeping through her; she felt its chill course through every vein in her body. Her breathing was frantic, her mind unreadable as she thrashed about the merciless snow.

She wasn't quitting but the more she resisted the more energy she wasted and the more tired she became. Her vision was blurry and she struggled to keep her eyes open. Suddenly a thought came over here, a horrifying thought. She was dying. This was death. She was going to die here, alone, in the cold and unforgiving snow. She felt herself slipping, sliding further from consciousness despite her efforts. It was all in vain as darkness surrounded her. She managed to see one last glimpse of light before a sudden shock woke her up.

Rainbow Dash quickly sat up, looking frantically about her. She felt her hooves, her wings, her cyan coat and rainbow mane, all still part of her. She let out a long sigh of relief. It was just a dream. She felt weak and drained but she was alive and sitting in some cave.

'Wait, how did I get here? What's going-'

Her thoughts were dashed with the sight of the now waking orange coated pony lying next to her. Even in the low dim of the coals from a fire she could still recognize the rough, yet beautiful coat of her lover. The memories flushed back to her, the last moments, their last kiss, and the blackness that had consumed her. She had been so close to death and yet she was alive with her lover and best friend.

Waking from her sleep, Applejack rubbed her eyes and rose slowly stretching out her hoofs until she grabbed a soft pony who was now sitting up next to her. Opening her eyes Applejack made no sudden reactions but quietly grabbed Rainbow Dash and pulled her into a tight hug. Tears dripped from her eyes as she held Rainbow Dash who hugged Applejack in turn, tears in her eyes too.

"Ah thought Ah lost ya'."

"Yeah, I thought so too."

"But you're alive."

"By some miracle."

"Indeed, it was a miracle. If we hadn't found this here cave ya' would've been a goner."

"AJ, thank you."

"You're welcome and thank ya', Dashie."

"For what?"

"For always bein' that special pony to me."

"And for me."

"Dashie?"

"Hmm?"

"I love ya'."

"I love you too, AJ."

Their lips met. The sweet and simple passion and romance flooded both of them. Rainbow Dash was alive and with her was Applejack. All their past conflicts, all of their arguments, all of their embarrassing moments disappeared as the simple joy of living connected between them. They held each other in a warm and affectionate hug, their hearts exploding with love and thankfulness: thankful for being alive, thankful for their friends, and most of all, thankful for each other.

Their lips only parted for air and they kept meeting each other until all of the emotions had been shared. Only then did they part their moist lips and look deeply into each others eyes. Rainbow's magenta eyes were soft and sweet while Applejack's emerald eyes were calm and compassionate. They lost themselves in the others eyes, and they loved it. The best part about losing oneself is being found by that special pony.

Their cheeks weren't red; there was nothing to be embarrassed about. They were two best friends who were in love. They loved and tolerated each other and their friends did as well and that's all that mattered.

"So…what happens now?" asked Rainbow Dash as she wiped the tears from her eyes.

"Well, Ah have good news, we found Twilight."

Astonishment flashed over Rainbow as she spoke, "Really? Where?"

"In this here cave. But, Dashie, she ain't herself."

"What do you mean 'ain't herself?"

"She…well…erm…attacked us."

Rainbow Dash sat in silence, confused about what Applejack had just said.

Noticing her confusion Applejack said, "It's true, Dashie. She ain't herself. Her mind ain't right."

"What happened?"

"She thinks she's the old form of Princess Celestia from a thousand years ago."

"What?"

"Eeyup. She thinks she's Princess Celestia."

"I don't understand."

"Ah can't make it any easier ta explain, Dashie. Maybe when she's awake ya'll see what Ah'm takin' about."

"Maybe…where did you find her, again?"

"Right here."

"And you know it definitely was our Twilight?"

"Without a doubt. She don't look good though. She hasn't eaten in Celestia knows how long and is really weak, both in mind and body."

"Well, where is she now?"

"Just look over there."

Rainbow looked over past the coals of the fire to see a huddled mass of purple with a white unicorn, a yellow pegasus, and a pink earth pony lying next to her. Rainbow was speechless as she looked over at them. They had found Twilight; they hadn't given up on her. They had endeavored to find her and they did. Rainbow Dash turned back to Applejack and pulled her into a tight hug, tears in her eyes.

"I…wish I…could've been there."

"Oh no, Dashie. Ya've done more than your fair share for us. Ya' led us through that storm and saved our lives."

"But I nearly died."

"But ya' didn't. We saved ya'. Ah wasn't lettin' ya' go like that. The snow ain't gonna take mah lover away from me. Ya're mine, Dashie, and Ah love ya'."

"I…love you too, AJ."

This time their kisses were small and subtle, just little pecks on each others lips. A thought popped into Rainbow Dash's head and she pulled away from Applejack.

"Somethin' wrong, sugarcube?"

"It's…just I can't get over how weak I was in that snow."

"Gosh darn it, Rainbow Dash, ya' ain't weak. You're the strongest, most endurin' pony Ah know. You're the only pony that matches my skills. 'Member the times we raced and challenged each other? 'Member how we pushed ourselves? 'Member how ya' had mah back? Well now Ah have yours. Ah'll always be there for ya'."

Rainbow Dash managed a meek smile at Applejack's words. They were sweet, honest, and fulfilling; overflowing her mind with the wonderful memories that she loved so much. Her tears dried as she cuddled with Applejack. She felt safe, warm, and protected. Applejack was here for her. Despite everything she had done, both good and bad she was still loved. She hadn't failed; she merely needed time to rest and regain her strength to overcome the next challenge. She was alive and with her friends and lover, she could do anything. Her loyalty was unquestionable. It was these times that try a pony and Rainbow Dash and all of the girls proved that they deserve the Elements of Harmony.

They didn't know how long they cuddled before they heard a small "ahem" behind them. Turning around to find its origin Applejack and Rainbow Dash saw Pinkie Pie staring at them with an expressionless face. She didn't move as they two silently watched her, both holding each other.

"Glad to see you're alive, Rainbow," Pinkie said quietly.

"Umm…thank you, Pinkie," replied Rainbow Dash, unsure if that was supposed to be a compliment or not.

Quickly diverting attention from Rainbow, Applejack suggested, "Why don't ya' come over here and give Dashie a big ol' Pinkie Pie hug?"

"I'm not really in the mood," responded Pinkie unemotionally.

"But aren't ya' happy to see Rainbow Dash alive?"

"I guess, but it isn't her that worries me."

"Then what is it, sugar?"

"It's this feeling of sadness that overcomes me. I can't shake it off. It's like a bad song you get stuck in your head."

"Well, what's causin' it?"

"I think it has to do with Twilight."

"What 'bout Twilight?"

"I think it's bothering me because of the way she acted when we found her. Instead of welcoming us or even acknowledging us she blatantly attacked us and I had to stop her. I tackled her. It was just so…wrong. I never thought I would have to hurt Twilight but I did. I feel so disgusting."

"Pinkie, ya' had ta do it to save us and save Twilight. She was gonna hurt us and herself if we didn't stop her. Beside, she would want ya' to stop her. Our Twilight would never hurt us under sane conditions and if she was struggling with it she would want somepony to stop her from harmin' others, includin' us. Ah'm sorry ya're upset but ya' can't blame yourself for it and nopony is blamin' ya' either. Ya' did the right thing."

Pinkie seemed only slightly satisfied with Applejack's words. She still felt ashamed.

"I wish there had been another way," she regretted.

"Sometimes in life there ain't no other way. There is only one way: the right way."

"You did the right think, Pinkie," added Rainbow Dash. "I don't know if I could've done it."

"Now why don't ya' come over here and sit with us?" suggested Applejack once again. "We can talk and reminisce and see if that storm outside let up."

"I already check on the storm while you two were tending to your private matters. The storm is over but there's something else out there."

"What is it?"

"The moon is out."

"Yes, Pinkie, we know the moon is out. It hasn't risen since Luna's death."

"No, silly, the moon has risen. It's shining in the sky right now."

Rainbow Dash and Applejack exchanged glances and rushed to the magical barrier at the cave's entrance. Rainbow Dash was sore, but Applejack helped her the whole way. Gazing through the shield the girls saw that Pinkie was correct. The snow had stopped falling and now covered the ground in a blanket of white. The wind had ceased leaving the air still and calm, and above it all, between the dark patches of clouds, shined a bright white and circular object, its light coating the land and glistening off the snow.

The girls stood in silent awe at the wintery scene before them. Applejack put a hoof around Rainbow Dash and said,

"Ah guess they know what they're doin' in Canterlot."

"Yeah, I guess they do," replied Rainbow Dash.

"Should I wake the others?" asked Pinkie slowly walking behind the girls.

"Nah. Let 'em sleep. It's been a rough day for all of us. We should go back ta sleep too."

"Pinkie, if you want to keep warm or want a pony to talk to, you can stay with us, if you like," suggested Rainbow Dash.

"No thanks. I'll be okay."

"Ya' sure?"

"Positive."

"Alright, well then…um…good night, Pinkie."

"Good night, Applejack. Good night, Rainbow Dash."

"Good night, Pinkie Pie."

* * *

The moon continued to rise over Equestria as most ponies slept. The few that were up woke their friends and families to show them the small yet brilliant sphere of white shining over Equestria. Though no official announcement had been made about the lack of the sun and moon everypony knew what it meant: Princess Luna was either dead or no longer capable of raising the sun or moon. The rumors soon spread but one from Canterlot dominated all the others: Princess Luna had committed suicide to join her sister in death. It was a sad thought but everypony quietly accepted it.

While everypony had known Celestia and had wept for her, few ponies truly knew Luna. She had only returned to Equestria just four years ago. Previous generations did not know of her and even the current generation that saw her and respected her still did not know her. Other than her moon, her presence was minimal. To the few that did know her they wept bitterly, even more so than they did for Celestia. Luna had been humbler, intelligent, and willing to try new things and experiences. She had been thrust into a modern Equestria and had adjusted well and had been accepted as a great princess.

Now she was gone, just like her sister. It was incomprehensible. To have not one, but two princesses dead within two weeks was impossible. Yet it happened. It was real. No magic could change it. No spell could reverse it. They were gone, gone forever.

With Luna's death, the sun and moon mourned for her and had refused to rise. But thanks to a select group of unicorns Equestria was once again bathed in moonlight. The true calm and pensive night that had existed for generations had returned. Everypony felt its tranquil and peaceful presence but they also felt something else: hope. The moon had risen and that would mean the sun would rise too. Equestria would return to normalcy, or as close as possible.

In the tallest tower of the palace a lone astronomer observed the moon and recorded its progress while a group of unicorns rested and slept. They were recuperating their strength and energy that they had used to raise the moon. Now they were preparing for the daunting task of raising the sun. Among them was a large stallion with a shining with coat and another with a dark crimson coat.

One was a military leader, the other civilian. One was admired, the other respected. One had clawed his way to the top, the other flew into it. One had the easy life, the other a tough one. Yet despite their differences these two stallions had been drawn together in a game of sorts. A game of emotions and of fate, with unknown winners and unknown losers.

But neither of them thought of the game or of fate; they were focused on the task at hoof. Magicon silently read over the parchment with instructions, mumbling the incantations to himself, feeling their potency and power. Shining Armor, on the other hoof, watched over the resting unicorn with a vigilant eye, protecting them as the white knight in shining armor.

Finished with the instructions Magicon set them aside and wandered over to Starry Skies who silently observed the moon and stars through his telescope. Noticing Magicon approach out of the corner of his eye Starry Skies removed himself from his observations and patiently waited for Magicon. When he approached him Magicon sat down, his eyes heavy and his head low.

"Beautiful night, Magicon," Starry Skies quietly complemented.

"Thank you, Starry."

"The moon is right on course. You've done wonderfully."

"Thank you again."

"So, why the long face?"

"Well, it's the difficulty of raising the moon. It was hard for all of them, you saw it. I had to jump in and put in a lot of my magic to help them. I'm worried that we won't be able to raise the sun."

"Magicon, Magicon, Magicon, you worry yourself too much. You not only have some of the most skilled unicorns in all of Equestria but you are extremely skilled as well. Your magic probably doubles that of one of these unicorns. You will be able to raise the sun. Do I need to give you another pep talk?"

"No, no. That won't be necessary."

"You've been so brave and so strong. I know you can do it. You are quickly making a name for yourself, Magicon. You will go down in history as a great hero to all of Equestria and I foresee many other great things you will do for Equestria. Celestia and Luna would be proud of you and thankful that they selected you to be the heir to their thrones."

"Oh, yes they are," mumbled Magicon to himself.

"What was that?"

"Oh, just some advice to myself. That's all, Starry. Nothing to worry about."

"Well, alright then. Come here, Magicon, I want to show you something."

Magicon rose and followed Starry Skies to his telescope. It was a remarkably simple instrument, yet beautifully designed. The gold trim beautifully accented the dark wood along its length and the poles is rested on were crafted with some of the purest metals in Equestria. It was a priceless object.

"This telescope has been observing the stars for nearly three centuries. It was given to Princess Celestia as a gift so that she may have the most beautiful and most effective telescope to view the sky with. At least that's what the main story says. What it fails to mention is that Princess Celestia would use this telescope for only one purpose: to watch and love her sister who was banished in the moon. It was her way of seeing her and making sure she was still there. She loved Luna and this telescope is a testament to that. That's why it always is set towards the moon. It is the moon telescope."

"A very interesting and heartfelt story."

"There's more though. This telescope was commissioned by a wealth pony named Sir Lofty Fields."

The name hit Magicon like a frying pan. Sir Lofty Fields had been the pony charged with Mission 13 in Red-Blood's book. He had been instructed to keep Princess Celestia focused on her work at all times and keep her out of the social life. It was to make her lonely and put up less of a fight when the time came to kill her. Lofty's wealth, which he had amassed from the pony in Mission 12, was used to hold extravagant parties at his estate, none of which Celestia was ever invited to. He kept her away from them, which angered her and she eventually arrested and tortured him, though not before he taught his apprentice everything he knew, and died silently at Celestia's hooves. None of the secrets of Red-Blood got out and the missions carried on without Celestia ever knowing. A tragic story, but only the real truth was known to the followers of Red-Blood.

"He gave it to her so she would be able to focus on her work because he cared so much about her," continued Starry Skies with the Celestia-made narration. "Unfortunately, he died a few years later from a farming accident."

"Yes, I know the story, Starry. Thank you. I'm the pony who currently owns his estate with the mansion."

"Oh, wow! Magicon, I didn't know that. I would be happy to return the telescope back to its home."

"Oh no. By all means keep it here. It would just collect dust if it were at my mansion. You use it a lot more than I do so keep using it. It's obviously helping you with your observations."

"Indeed it is. Come here and have a look."

Magicon peered through the small eyepiece and saw the large surface of the moon. At this magnification Magicon could see some of the larger craters and mountains of its surface. It was very rough and uneven, indeed.

"If you look on the left you can still see the outline of the mare in the moon," said Starry Skies.

"Wait, I thought the mare in the moon was on the right?"

"It is. Telescopes show mirror images to the naked eye because of the lenses. But look anyways, it's very fascinating."

Sure enough it was. Through the telescope Magicon could see the darkened outline where Nightmare Moon had resided during her banishment. Whether she had been awake or asleep that whole time was unknown but Magicon guessed it wasn't pleasant for her.

"Each night the outline fades into the rest of the moon and the process has accelerated with Luna's death. It's almost like the moon knows she's not alive anymore," finished Starry Skies.

"That is really interesting, Starry. Thank you."

"You're welcome. Now, why don't you get some rest? A little sleep will calm you down and help recharge your batteries for the sun. Don't worry, I'll wake you early so you'll have time to prepare and ready the group."

"Alright, Starry, thanks."

Magicon left Starry Skies behind and approached Shining Armor who remained in a motionless state other than his eyes which were slowly gazing across the sleeping unicorns.

"Shining, why don't you get some sleep? We're going to need your strength for the sun."

"No thanks, Magicon. I am perfectly capable of watching over the group and conserving my energy. I will be ready come sunrise."

"Are you sure?"

"Absolutely."

"Very well then, Shining. I'm going to get some rest, if that's possible. I'll need my strength."

"Alright then. Good night, Magicon."

"Good night, Shining."

Magicon slugged himself over to one corner and made himself comfortable. He didn't know if he would get much sleep but he might as well try. Equestria would need him and every ounce of magic he had in him. He just hoped that this wouldn't be the end of his days of magic. He hoped to do much more for Equestria and much of it would require his magic. It was something he couldn't afford to lose.

While Magicon liked Equestria needing him he never expected Red-Blood's plan to put into so much stress. His personal relationship troubles with Shining Armor weren't helping matters. His mind was struggling to simultaneously deal with all these issues and more. He liked Red-Blood's plan and he had fulfilled it. What Red-Blood and his followers, even his own master, failed to mention was the stress and extra responsibility that came with accomplishing his mission. Among the things that came with modern Equestria, more stress and more multitasking were some of the unexpected ones. Magicon had brought all of these problems on himself and now he had to deal with them.

Part of him relished in this busyness, it kept him ready for anything and helped hide his true self and dark secrets. But another part longed for the simpler life he led during those long summers, where he could just waste the day at his mansion, when Celestia took care of everything. Well, that was gone and so was Celestia. He brought the change to Equestria and he would see it through. He would get through these problems now so he would have less later. Equestria needed him and he would help them. He would do it for Equestria.


	17. Chapter 16

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 16**

Magicon felt a small nudge on his shoulder. Opening his eyes and raising his head Magicon saw that Starry Skies had awoken him. Looking around Magicon saw Shining Armor and a few other unicorns waking the rest of the group. Shaking his head to rouse himself, Magicon grabbed Starry Skies extended hoof and rose. His cape had slipped off of him and he quickly smoothed it out before telekinetically tying it around him.

"What time is it?"

"5 am."

"When is sunrise?"

"Approximately 6:30 am"

"How's the moon doing?"

"Perfectly normal like it should be. It actually set at 4:49 am."

"Alright. Well, nopony outside of the military is going to like being awake at this hour. Send for some coffee, tea, and small breakfast treats. We'll need some fuel and energy to raise the sun."

"Yes, Magicon," responded Starry Skies and he quickly left the room out to fulfill his orders.

Turning toward Shining Armor, Magicon still couldn't get over the attraction he had for him. He remembered that night, how they both were awake and talked, just talked about themselves, about each other, and about Equestria. It had been so simple, and now it was so complicated. Magicon didn't know if he should make him pay, something just didn't feel right, but he couldn't just allow Shining Armor to blissfully ignore what had happened. He needed to know the truth and Magicon would give it to him, later.

Walking up to Shining, Magicon saw the bags under his eyes but knew Shining Armor was too noble to admit it. Men of military never admit their faults when duty calls. It was just good protocol.

"Good morning, Shining."

"Good morning, Magicon. Did you sleep well?"

"Actually, yes. Quite surprising, really. I could've slept longer. I'm still tired." He yawned as he finished his statement.

"Well, you can do that after we finish with the sun."

"Ha! I wish. I have duties to attend to. I'll have to make a speech about Luna and prepare for her funeral not to mention write letters to Equestria and beyond about my ascension of the throne. No, Shining, there won't be sleep until much later."

"Alright then."

"And how was the watch? Quite uneventful, I'm sure."

"Just quiet. It was me and Starry Skies the whole night. He mainly watched the moon through his telescope and kept scribbling down information. I just sat and watched the group and wrote reports to various guard groups and helped reestablish order in the ranks."

"But everything's alright?"

"Absolutely."

"Good. Very good. Well, then I better…erm…get ready."

"Magicon?"

"Hmm?"

"I spoke with the night guard ponies to your private chamber."

A shot of guilt and worry struck Magicon while he struggled to maintain a calm and collected face.

"They said that I did arrive in Canterlot the night before and that I have visited you. They said we talked, though they couldn't say what it was about, and then we left your room together. Care to explain?"

Now showing his embarrassment Magicon clenched his teeth as his eyes searched for an answer.

"I…I…look, Shining, can we talk about this some other time, please?"

"Why can't you just tell me?"

"I just…can't. Not here with all these ponies and not now. I just woke up. I'm in no mood to deal with the events of that night. If you wait until later then I'll discuss it with you. But for now, avoid that topic, please."

"Promise me you will tell me."

"I promise."

They shook hooves on it, Shining Armor squeezing Magicon's in the process. Magicon couldn't tell if that was disdain or affection, but he didn't think anymore of it as unicorns behind him grumbled and complained about being woken.

Shining Armor released his hoof and chuckled. "I see these ponies are not military ponies."

"Doesn't the military get up at six though?"

"Depends of the drill sergeant, the drill, and the level of your status. Some are at five, others at six. You really can't tell. The military leaders, like myself, want to keep the cadets on the edge to test them."

"I see. Well then, we better get some food and drink before they're all gone. You'll need your strength just as much as I need mine."

They both helped themselves to a warm beverage and small breakfast pastries as they mingled about with the other unicorns. Some were excited, others nervous, but most just wanted to finish quickly so they could return to their normal lives.

After everypony had eaten Magicon went to the head of the room while everypony sat.

"Good morning, all. I hope you all got good rest and have strength because the task of ahead of us will not be an easy one. I would like to first apologize for waking you all at this early hour. Most ponies aren't accustomed to this and I am no exception. But I had to for the sun to be raised correctly. The sun will be harder than the moon for a few reasons: One, the sun is a gas whereas the moon is a solid. Gases are harder to grab and even harder to control. Extreme care will be needed when moving it. Two, the sun is bigger than the moon and will require more magic to hold and to move. Three, unlike the moon which relies on us and the sun for its power the sun is its own power. It may not respond to our magic or the magic to set it on its own course.

"But I am confident that we can do it. We raised the moon and we will raise the sun. The ancient unicorns before us did and we will do it. Now, we're going to practice. So let's begin."

Magicon instructed the unicorns about the properties of the gases and of the sun and how magic can be used to control them. He then let them try it. Some succeeded, others didn't. They kept practicing, growing better with each try. The unicorns were helpful to each other with the strong encouraging and aiding the weak. The time flew by quickly as they practiced and improved their skills and technique and, before they realized it, Starry Skies announced that sunrise was nearly at hoof.

Lining the balcony, just like before, the unicorns, including Shining Armor and Magicon, prepared themselves for the task. Every unicorn was involved. Twenty were charged with raising the sun while the other six would be setting the sun on its natural course. Magicon felt that this was cutting awfully close. They might not be able to pull it off, but they had to try. They had to succeed.

From his telescope, Starry Skies carefully tracked the stars, the position of the horizon, and the clock, waiting for the right moment.

As they waited Magicon felt calm and prepared while Shining Armor slouched slightly, tired from being up all night but trying to hide it.

Magicon knew Shining Armor would not take comfort at this time so he ignored Shining's problems and closed his eyes and thought about the sun and the pony who bore it as her cutie mark. He knew Princess Celestia was shocked and furious at him. He had betrayed her and avenged countless ponies who had suffered under her tyranny. He was justified in killing her. He had done the right thing by doing it. Ponies would no longer suffer under a tyranny. Ponies would be free and happy. Equestria would modernize and the sun and moon would rise and fall on their own. Celestia's most important task on Equestria was about to disappear into the history books.

"Thirty seconds," called Starry Skies behind them snapping Magicon out of his philosophical thoughts.

"Horns at the ready," ordered Shining Armor as every unicorn's horn began glowing a wide array of colors.

"Shining?" asked Magicon.

"What?"

"Are you ready?"

"Yes. And you?"

"…Yes."

"Ten seconds," called Starry Skies.

"Get ready," prepared Shining Armor.

"Three, two, one, Go!" called Starry Skies.

Instantly every unicorn began putting their magic towards the sun below the horizon. It was immense, hot, and still. They felt the fire and heat that came from its center, the gases that lead to random flares and spots, the massive size that almost seemed too big to move. Putting every ounce of magic they had in them, they slowly combined their magic into a whole that slowly began encircling and engulfing the sun.

Magicon and Shining Armor could not afford to observe the process. They had to be involved and they put every ounce of magic they had into the sun, closing their eyes to help them focus better. They felt the strain and did what they could to ease the strain off the other unicorns. Magicon dashed all personal and royal thoughts; the sun was his only concern at this time. They continued working to capture the sun but it was proving to be much more difficult than the moon. The gases refused to be held in their magical containers and constantly escaped. But the unicorns didn't abandon it. The task as now or never. If they got it wrong the whole cycle would be disrupted spelling possible doom for Equestria. That couldn't happen.

"Speed it up," Magicon heard Starry Skies behind him.

The unicorns obeyed and continued to throw more magic at the sun. Their process was working and sun was nearly engulfed. When it was finally engulfed Magicon heard a few unicorns let out a sigh of relief. He felt sweat drops form on his brow but he had no time for that. The sun had to be raised now.

"Now pull," ordered Shining Armor.

The unicorns began pulling the sun with their magic but the sun stubbornly refused to move. Although encased in magic, it would not budge. Putting any reserves they had left the unicorns only felt it slightly respond moving just a few feet closer to the horizon. At that rate they wouldn't get the sun up in time. They needed more help and they needed more magic.

While still focusing on the sun, Magicon managed to turn the remaining six unicorns and said, "Help us….We need you."

The unicorns looked at each other and nodded and cast their magic to help the struggling group. With their help the burden became easier on all of them and they felt the sun respond to the magic.

"All together now, pull!" commanded Shining Armor.

The unicorns pulled with all their magical might and with a great effort brought the sun closer to the horizon. All of their eyes were closed but they could feel the giant sphere of gas and light respond and move to their magic. Everypony was silent as every magical skill they ever learned coursed through them. They were strained to the breaking point, on the verge of collapse, but they weren't giving up.

Grunts and few outbursts sounded as the pressure of the sun was brought to bear upon them. Less that thirty unicorns were slowly moving the most powerful object in the sky and brining it closer to the horizon.

Even with their eyes closed they could still see some of the sunlight beginning to cast its glow above the horizon, beginning to bathe Equestria in its light. The warmth accompanied the light and everypony on that balcony felt it. A sense of accomplishment was overcoming them; they were succeeding.

"That's it!" cried Starry Skies as he observed the first rays of sunlight shining over the horizon.

"Keep at it," ordered Shining Armor. "You're nearly there. Just keep pulling."

They did and with a large tug the first tip of the sun was shining over the horizon. They continued to pull slowly until the sun was halfway in the sky at which point they rested for a moment. The strain was just too difficult to bear and a quick rest was needed. The rest was only for a few moments, but enough to give them renewed confidence and strength to do what was needed and what was right for Equestria.

Starry Skies gave full-on cheers and words of encouragement to help them, but they weren't needed. The sun was already past the halfway point. It was getting smaller as they passed its circumference. The hardest part was finished; they just needed to raise it completely.

"That's it! You're there!" cried Starry Skies when the sun was finally over the horizon

"Release and disarm!" collapsed Shining Armor as the unicorns slowly pulled their magic away from the sun. Once they did, they all collapsed, completely exhausted, even beyond their exhaustion when they raised the moon. Magicon and Shining Armor were among them and rose slowly as the recovered from the strain. Magicon tested his magic with a quick spell and saw that it worked, but was considerably weaker and less effective from the strain of raising the sun. Turning around he saw the brightest object now climbing into the sky.

The sun, in all its splendid glory, was rising above Equestria bathing everything it touched with golden light. Magicon smiled at the success and let out a long sigh of relief at his success. The other unicorns felt the same thing as they rose, gazed at the sun, smiled, and congratulated Magicon and Shining Armor on this well-earned triumph.

"It's not over yet," said Shining Armor. "We have one more thing to do."

He stepped forward and motioned for Magicon and the selected group of unicorns to the edge of the balcony.

"You know what to do."

With their remaining magic, they once again loudly cast the ancient incantation in unison and their horns shot out blinding golden beams that converged into one single beam before hitting the sun. The golden spell enveloped the sun but couldn't be seen due to light of the sun. They could only assume that it had worked until tomorrow to see if the sun would rise again.

"We're a few minutes late with the sunrise, but that should be alright," said Starry Skies as he emerged from the indoors and looked up at the moon. "If the spell worked the sun will adjust itself."

"Let's hope so," said Magicon meekly.

"Well, there's nothing more we can do now. Let's send these ponies home and settle back to normalcy," said Shining Armor.

With that Magicon turned to every unicorn and beckoned them inside.

He spoke softly but elegantly, "Firstly, I want to thank you all so much for your time and dedication to helping us. Without you, none of this would have been possible. You are in our debts. Secondly, I want to congratulate you all on a perfect job. It wasn't easy, by any means, and yet you all pulled through it. Princesses Celestia and Luna are smiling down on us. They have not left us in vain. They left us with a strong Equestria that we are making stronger, with a special thanks to you. Thank you all so much for helping Equestria in its hour of need."

They applauded Magicon for his short speech and they soon left the tower to attend to their own affairs leaving Magicon, Shining Armor, and Starry Skies alone.

"Well, if you don't mind I better get some rest, lots of observing to do tonight," said Starry obliviously and walked of the room leaving Shining Armor and Magicon alone.

The two stallions looked at each other and awkwardly smiled.

"Well…umm…good job, Magicon."

"Yeah…you too, Shining."

"I suppose I better check on the royal guards."

"Yeah and I better get started with these new duties."

"Don't kill yourself and try to do everything perfectly."

"I'll try."

"We'll talk later about that 'thing'?"

"Yes, I promise."

"Alright, well then, good day, Magicon."

"Good day, Shining Armor."

They both silently left the tower and climbed down its spiral staircase and waved to each other as they parted. Magicon proceeded to the dining hall for some breakfast and talk with any advisors that needed him.

Sure enough they were, many of them, all impatiently waiting. They were overjoyed to see the sun rise but their questions came on him like a tsunami. Questions about Princess Luna, the sun and moon, and what it all meant pummeled him relentlessly.

"It's going to be a very long day."

* * *

Applejack felt something warm on her face. Slowly touching her cheek she felt that nothing there. Opening one eye she saw a few streams of sunlight before closing it again. The realization suddenly dawned on her and she rapidly sat up, eyes wide, and stared outside. Right in front of her was the sun, shining in its radiant glory for all of Equestria. Its light was permeating the cave, filling the cavern with the bright sunshine of the morning. Outside the snow was glistening in the sunlight, creating a clean and untouched surface, safe for the hoofprints near the cave's entrance.

Applejack watched in awe and restrained excitement at the scene before her. She quickly rubbed Rainbow Dash's shoulder, waking the sleeping pony next to her.

"AJ, why are you bothering-" Rainbow Dash stopped short when she saw the same scene that Applejack was seeing.

She quickly rose and gazed outside, her mouth agape at what she saw. She rubbed her eyes to make sure she wasn't dreaming, and sure enough she wasn't. The sunshine filled her with the greatest sense of hope and excitement just as it filled the cave with sunshine. She felt a hoof around her shoulder and looked over to see Applejack smiling. They hugged in simple joy and gave each other a small kiss.

"Good morin', Dashie."

"Good morning, AJ."

They looked around and saw everypony still sleeping. Deciding to wake them, Applejack and Rainbow Dash woke each pony and showed them the sunshine to them. Smiles grew on all their faces as they took in the splendid golden light.

"My, my, what an absolutely exquisite morning," remarked Rarity.

"It is indeed," added Fluttershy.

"Pinkie, should we celebrate?" asked Rainbow Dash hoping to brighten her emotions.

"Nah, but the sun rising once again is something definitely to be happy about. I do feel warmer and tinglier inside."

"Well good for ya', sugar," said Applejack with a sweet smile.

They all noticed that Pinkie's mane was curling up and approaching its original poofy and fluffy mane. Though not quite in its full state, Pinkie walked with more life in her step and they were careful to keep her happy and make her even happier. The old pinkie was what they wanted and what they might need with Twilight.

They all stood for a minute looking at the beautiful sun before Rainbow Dash said,

"I guess Shining Armor is back in Canterlot."

"What makes you say that?" asked Pinkie.

"Well he probably helped in raising the sun. He is a very powerful unicorn after all."

"Probably," agreed Rarity. "I bet Magicon and a bunch of other ponies worked on this too."

"And what about the moon?" asked Fluttershy.

"Oh they raised the moon last night," announced Pinkie.

"Oh really?"

"Yup. Me, Rainbow Dash, and Applejack saw it. It was beautiful."

"She's correct," said Applejack.

"Well that's simply marvelous. To not only have our wonderful sun but also our moon, well I will say that Equestria has returned to normal."

"Well, almost normal," said Rainbow pointing to the still-sleeping Twilight.

Their smiles faded as they looked over at their friend.

"What are we going to do with her?" asked Fluttershy.

"Ah don't know but Ah ain't waitin' ta find out," said Applejack as she walked over to Twilight about to wake her.

"Wait just a minute, Applejack," advised Rarity. "Let's think about this. Twilight is not quite herself and has been stressed beyond her wits end. She's practically on the verge of insanity. She's sleeping right now, getting a much needed rest. If we end it she might still be grumpy and not recognize us and attack us again. But if we let her sleep she'll be rested and more willing to talk and even remember."

"But how long do ya' think she'll be sleepin'? Ah don't wanna just sit around and wait for her forever."

"Forever," said Pinkie Pie carefully eyeing everypony.

Quickly avoiding the awkward silence that always followed a Pinkie outburst Rarity asked, "Fluttershy darling, can you answer Applejack's question?"

"Umm…yes."

"Would you mind answering that question for Applejack?"

"Umm…okay. Ponies on average sleep 8 to 10 hours a day. But ones that haven't gotten sleep will rest for up to 24 hours."

"Ya' mean we may not be able ta talk ta Twilight until this evening'?"

"Umm…well…yes, I'm sorry."

"Dangnabit."

"AJ, relax. I know you want to help Twilight but rushing it would only make things worse. We need to just wait and work with her and not force her," said Rainbow in a reassuring manner, placing a hoof on Applejack's shoulder.

"I'm sorry, Applejack, but it's for the best," lamented Rarity.

"Yeah, you're probably right, Rarity, but Ah don't like it. Ah don't like it for one applebuckin' minute."

"None of us like it, AJ," said Rainbow, "But what else can we do?"

"We could start by helpin' her."

"Or we could throw her a party?" suggested Pinkie with a smile on her face.

"Maybe when we get back, Pinkie," said Rarity.

"Umm…excuse me?" everypony turned to Fluttershy. "Oh, I'm sorry for ending the conversation."

"What do you have to say, Fluttershy?" asked Rainbow.

"Well, it's just umm…when Twilight wakes up, we need to be really kind and gentle to her. We have to treat her like a bunny."

"Not one of those annoyin' varmints," complained Applejack.

"Oh, I'm sorry, Applejack."

"Don't be sorry to Applejack, Fluttershy. You have a very good idea that will definitely help our Twilight," said Rarity.

Fluttershy blushed in a mixture of embarrassment and praise while Applejack sat down and crossed her hoofs. It was turning to be a very bad morning for her.

"Well, what do we do now?" asked Pinkie.

"Rainbow, how are you feeling?" asked Rarity.

"Alright. I'm a little sore but I can do whatever you need."

"No, no, no, Rainbow," said Applejack defiantly. "Ya' ain't goin' out there. Rarity, if ya' think you're gonna put the life of mah Dashie in danger then ya' got another thing comin'."

"AJ, what in Equestria has gotten into you?" asked Rainbow with a confused expression.

"Ah'm sorry, Dashie, but after yesterday Ah ain't takin' any chances with ya'. Ya' nearly died and Ah ain't lettin' that happen again. Sides, Fluttershy said ya' are in no condition ta fly."

"Oh yeah?" said Rainbow in a cocky voice, unfolding her wings, ready to take off in a second.

"Ah naw. Don't be startin' that we me, ya' here? Ah won't let ya', not until you're all healthy and taken care of."

"Applejack, I'm not a filly anymore and I'm not your younger sister. I don't need to be treated like her."

"Ah'm treatin' ya' this way 'cause Ah care 'bout ya', that's all. Just do as Ah ask and stay safe."

Rainbow was about to rebuttal when Fluttershy landed softly between the two.

"Umm…I'm sorry to interrupt, but could you keep it down please? Twilight is trying to sleep."

The conflict between Applejack and Rainbow instantly ceased at the mention of Twilight. They were her not her, not them and they should be focused on her. Suddenly Applejack and Rainbow felt guilty for ignoring their friend.

"Ah'm sorry, Dashie."

"I'm sorry too, Applejack."

"Ah'm also sorry, Rarity."

"I'm sorry too, Applejack."

"Hey, get over here and let's have a group hug," encouraged Pinkie with a bright smile. They all did and the forgiveness passed through all of them and the real reason why they came here settled upon them once again.

When the finally broke from the hug Rarity said,

"Alright girls, we have work to do and let's try to enjoy this sunshine while we're at it."


	18. Chapter 17

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 17**

Magicon had been correct; the day had been long. Between his advisors, ambassadors, nobles, and regular ponies Magicon almost found himself at wits end with the demands of Equestria. Among the many things he did during the day, the worst was giving the speech to everypony about Princess Luna's suicide, the now natural raising of the sun and moon, and his ascension of the throne. While Magicon was proud of two of those three things, he promised to himself that he would treat Luna with the respect she deserved.

A small and private funeral would be held for her, the way she would've wanted it. After that she would be entombed with her sister in the new mausoleum that was being erected in the gardens, a fitting public tribute to the dead princesses. They were gone and it was Magicon who had to rule Equestria and he loved it.

His arrogance and pride grew with each passing hour as everypony suddenly came to him for advice, his signature, his sympathy, and his wisdom. He was the new Celestia and he would do things Celestia would never do. Today was not the day, though, to change Equestria. Today was to reestablish order and assert his authority over the kingdom. In time change would come and his subjects would thank him for it. But today was to tie up the loose ends and meet ponies.

Among the ponies that he was to meet was a lone white unicorn stallion very much curious about Magicon and certain events surrounding him. Shining Armor was on edge for most of the day. Magicon did what he could to avoid him, an easy task given the state of affairs, which upset Shining. Yet his military duty reminded him to be patient and focus on his duties. He had to keep order and control in the Royal Guard. Drills were practiced, weapons polished, and orders given to every member in the Royal Guard. They also had to formally remove Princess Luna's body into a fitting coffin for her upcoming funeral. It was a sad and difficult process; one that Shining took no pleasure in supervising.

He thought of Princess Luna and how she had returned to Equestria alongside her sister and how awkward she was in her first days. She learned over time, with Magicon and Celestia's assistance, to function normally in modern Equestria. He would miss her, just like he missed Princess Celestia. He thought of her too and his sister, Twilight.

'I hope they found her. Celestia only knows if they did. I do hope she is okay. I feel disgusting for abandoning her but what choice did I have? They needed me here and I couldn't abandon my duty, even for family. But Twilight is in good hooves. Her friends will find her and take care of her. They've known her even…even better than I do.

'Dear Celestia! What am I thinking? Am I really that bad of a brother? Do I really not know my younger sister? I should've been a better brother. I should've paid more attention to her. I should've visited her more. If I did maybe none of this would've happened. Maybe Twilight would be here with me and we would be helping and supporting each other. What has happened to me? Have I really become that obsessed with my duty that I'm ignoring my family? Have I been ignoring Cadance? Where is she now, anyway? Wait, I know that. She's out trying to build morale though I doubt Magicon's announcement has helped that in any way.'

Shining Armor sighed at his thoughts. He had too many unanswered questions and the pony he wanted the answers from was just too busy to focus on them. He had turned down his lunch request, offering only the explanation that he had too many meetings to attend, and had avoided his prying eyes. Something in Shining Armor told him that Magicon was hiding something but he had no idea what and had no idea on how to pry it from him. Magicon had many secrets, only a few of which Shining actually knew but he was determined to know more.

When the sun finally set and Magicon finished his last committee meeting for the day he retired to his chamber, had dinner brought up to him, and allowed himself a moment's relaxation before hearing a knock on the door.

Opening it, Magicon was pleased and relieved to see Starry Skies before him, a beaming smile on his face.

"I will be brief, Magicon, but I would just like to inform you that the moon has risen."

"Thank Celestia. And on time?"

"Just like if Princess Luna had done it herself. Your spell worked perfectly."

"Oh, thank Celestia. Well, thank you Starry. I'll see you tomorrow then."

That was a huge burden lifted off his shoulders. His spell had worked, The Doctor had succeeded, and now Equestria had truly returned to normalcy. He was so relieved that it had worked even better than his expectations. He was sure the sun would rise just like the moon, but he couldn't be too sure. The only way to know for certain would be to sleep and wait until the morning. But a loud knock on the door told him that sleep would have to wait.

Opening it, Magicon looked and saw Shining Armor standing directly before him, his face stern and determined. Instantly Magicon knew why he was here and what he wanted. The feelings and memories rushed back to him. That night, that adventure, a night he would never forget and then the truth afterwards. Magicon had promised himself that he would make Shining Armor pay, but was now the appropriate time? Only their conversation would determine that.

"Good evening, Magicon."

"Good evening, Shining."

"May I come in?"

"Certainly."

He entered with military swiftness as Magicon closed the door behind him and sealed it with a magical soundproof barrier, unbeknownst to Shining.

"I assume you know why I'm here."

"Yes," Magicon grumbled.

"Would you care to enlighten me on what occurred that night?"

"Well, first let me tell you that I went to see a psychologist when you recommended and I'm not crazy."

"Well that's a relief. So tell me, what happened?"

"I…I don't know, Shining. It's not exactly the most comfortable of subjects to talk about."

"I'm willing to hear it."

"Are you sure?"

"Absolutely."

"Look, can't we talk about this another time?"

"No, Magicon! We're going to talk about this now whether you like it or not!"

"Well then!" said Magicon taken aback. "Fine, Shining Armor, if you want to know the truth then here it is. Firstly those night guards are correct. You arrived in Canterlot that night and proceeded directly to this room and I let you in."

"So, I did? But I don't remember any of it."

"Well, that's because your memory was…erm…how can I put this nicely…erased?"

"Erased? By whom?"

"Shining, why don't I just show you? It would a lot easier and answer many of your questions. But you must not think any less of me by what I am about to show you, okay?"

"Alright, Magicon. I trust you. Now show me."

"Very well." Magicon's horn began glowing and a purple mist appeared and surrounded Shining Armor's head.

"Magicon, what's going on?"

"Just trust me, Shining. This won't hurt you."

Magicon continued with the spell as Shining Armor felt more uncomfortable with it. He felt awkward, tense, guilty, and then pleasure. Then shock and desperation, and then nothing. The spell suddenly punctured his mind and the memories and emotions flooded back to him. He put a hoof to his head as the mist dissipated. He suddenly remembered everything: their conversations, their emotions, their feelings, and their shared experiences.

Shining Armor shook his head id disbelief. "Ma…Magicon…did we really?"

"Oh yes we did and we loved it."

"Oh my Celestia! How could I be reduced to this?"

"Reduced?! Don't forget, Shining, that it was _you_ who seduced _me_!"

"I know and how could I be so stupid? What will Cadance think?"

"She won't ever know. Nopony will ever know."

"But those photographers and reporters?"

"All of them can't remember what they had for dinner that night much less you and me."

"We can't keep this a secret."

"Oh, I think we can."

"Are you insane?"

"Me insane? Ha! Am I not the one who wanted it and ignored their duty to have some fun?"

"You are."

"No, Shining. You seduced me. It's all your fault."

"But…but you had feelings too?"

"But I put them aside for my duty."

"And in turn you became bitter and unpleasant. You couldn't have me so you would make me life more unpleasant by arguing with me on everything."

"Excuse me!" exclaimed Magicon.

"That's right, you couldn't have me and when you finally did it all went wrong."

"Went wrong? Did you not enjoy it? Did you not feel the passion and love there? Do you not love me?"

"It was a mistake. Those feelings are gone. We removed them that night. It was a one time thing."

"No, Shining! You and I still have feelings for each other!"

"No, I don't! Maybe you do but I don't and I'm not going to tarnish my reputation any further. I'm already an unfaithful husband and I will not succumb to anymore of your schemes. You ruined me."

Magicon was dumbfounded. Here was his lover, the pony he had had so much fun with now turning him down, rejecting him for that damn alicorn.

"Shining, what has happened to you?"

"The truth, that's what. I could ask you the very same question. You have many secrets, Magicon, most of them dark. You may be able to hide it from everypony but you can't hide it from me. I _know_ you. You made yourself weak and you have exposed yourself. You're nothing but a lying, manipulative, seducing, backstabbing coltcuddler!"

Magicon's mouth fell to the floor. His lover had turned on him. Those feelings that they shared that night suddenly morphed into feelings of bitterness and resentment.

"Shinning, I-"

"And what's more, you not only seduced me, you set the whole thing up!"

"Shining, now why would I do that?"

"I don't know. I'm not the evil mastermind here."

"Evil? Evil, you say." Magicon chuckled to himself. He spoke with his deeper and colder voice, "You know something, Shining, I never considered myself evil. I am merely doing what I've been asked to do by my master and the masters before him."

"What in Celestia's name are you talking about?"

Again, Magicon chuckled, a wicked smile on his face, "Why, the murders of Princess Celestia and Princess Luna, of course."

Now it was Shining's turn to drop his jaw. His former lover had not only seduced and hurt him but also murdered the two beloved princesses.

"You're not Red-Blood, are you?"

Magicon let out a full maniacal laugh. "You know, Celestia asked that very same question when she was dying. It's really quite funny. But no, Shining. I am not Red-Blood. He died centuries ago but he had followers who passed on and carried his memory and aims through the centuries. I am just the latest one."

"Magicon…how could you?"

"Well, from my foalhood, of course. I've had a black mark on me ever since my mother's death. It was only by some lucky chance that my own master, that old gentlepony, found me, took me in, and taught me everything about Celestia and Red-Blood. I vowed to make things right in Equestria and I have succeeded!"

"No. You haven't," said Shining Armor defiantly. "You may have murdered the princesses in cold blood, seduced me, and clawed your way up the social and political ladder, but now that you have revealed your true past, I can protect Equestria from you!"

Shining Armor charged and cast a spell at Magicon who blocked it with his own. The duel had begun and only one victor could emerge. The fate of Equestria hung in the balance as the two former friends and lovers fought for Equestria.

Shining Armor played offensive, throwing spells and charging at Magicon who played defensive, dodging those spells and taking cover behind objects in his room.

Paralysis spells, knock-out spells, shield spells, and countless others were cast as one tried to gain an advantage over the other. The enchantments kept flying as they dueled for Equestria. The future of Equestria would be determined right here. On one side fought the Equestria of truth, purity, and of old traditions. On the other fought the Equestria of lies, manipulation, and progress. Old versus new. Truth versus deceit. Black versus white. It all came down to these two fighting stallions.

After seeing his furniture turn into broken pieces of wood and ash heaps Magicon realized that he had nothing to hide behind. He couldn't fight against Shining Armor on the same playing field. Shining was too well-skilled and too experienced with fighting magic. Magicon began calculating a way he could change that field, bring it to his advantage. A sudden idea popped into his head.

"You think you can stop me, Shining Armor? Well, you can't! I can never be stopped! I am Magicon! Ruler of Equestria and Lord of Darkness!"

Just then, Magicon jumped into the air, telekinetically grabbed his book, and skillfully landed beside his broken bed. Shining Armor roared and charged directly at him. With no time to cast a pure curse, Magicon instead quickly cast a black mist that shrouded the room in darkness. Shining Armor was blinded and instantly stopped. He cast a light spell but it only showed minimal light before fading into the darkness.

"Come out and fight like a real stallion, Magicon!" called Shining Armor.

"Oh, now why would I do that?" said Magicon, his body invisible, but his voice penetrating like ice cold water. "It's much more fun to see you fight your way through this." He laughed manically.

"You're a coward!"

"Coward? Oh no, Shining. I'm merely providing you with a great challenge to finding me. I'm still here in this room, but you'll never find me. You don't even know what this spell does, do you?"

"I do."

"Oh, you're such a bad liar, Shining. You have no idea what this does. You see the greatest strength to dark magic is that nopony knows its potential and the ways it affects a pony."

"Then what is it going to do? All I see is darkness."

"And that's all you'll see. You see, Shining, you've been thrust into an ancient book of dark magic. The book contains the last living spirit of Red-Blood and his followers. Oh, he's going to have a lot of fun with you."

Just then Shining felt something wet fall on his back. Glowing his horn and turning around he saw that it was a drop of blood followed by a few more. Glancing up, he was shocked to see a headless pony chained above him. The blood was trickling down its side and landing directly on Shining Armor's back. Shivering from the grotesque scene Shining walked forward from the headless pony. He then saw a single candle floating above him.

He stood beneath it and looked around. All around him was darkness, except for this small, unwavering candle. Then Shining Armor heard a scream and a pony feel right to the floor in front of him, blood seeping from its wounds across its body. Shining jumped back and walked backwards until he felt another pony. Jumping and turning around he saw another one with its horn pulled right from its forehead, blood trickling down in think lines down its face.

Shining Armor quickly walked away from the pony attempting to calm his nerves and make sense of what was going on.

"This can't be real. This is all in my head. Magicon is doing this. He's making all of this happen."

"Oh no, Shining Armor," said a voice behind him. "This hast been fabricated by me for the ponies that interfere with my plans."

Shining Armor recognized the voice and a cold chill instantly ran down his spine. Gritting his teeth, he slowly turned his head; afraid of what he knew was right behind him. The sight made him scream. Right behind him stood Red-Blood, clearer than even Celestia's flashbacks, the cuts and bruises all over his body and wearing the wickedest and evilest smile Shining Armor had ever seen. But it was what was in that mouth is what scared Shining Armor the most. A single blood-soaked dagger rested in his teeth, the blade pointing directly at Shining Armor.

Not even thinking, Shining galloped for his life. He had to escape. He had to get out of here. He had to save Equestria. As he ran he saw the darkness fade away into a dark corridor, a few torches lining the hallways. Not stopping to see if he was being followed, Shining kept running until he reached a large and wooden door. Banging on it senselessly, he forced it open and slammed it shut behind him.

He was in a large room, the gray stones lining the walls and floor. Above him hung the stars and the moon, quiet and peaceful as ever. There were no other doors in the chamber and the windows were closed, their glass protecting him from whatever evil lay outside.

Letting out a long sigh of relief, Shining Armor took a moment to rest and catch his breath. Nopony was there except him and it was deadly quiet. Then he heard something, the sound of a struggle. The windows on one side of the room flung open and showed Princess Celestia sitting in her study, the sunlight streaming on her face. Then he saw her eyes open with terror and collapse onto the floor as he saw a dagger pierce her side. He couldn't hear what she said but he guessed that she was horrified to learn the truth and realize that this was her final moments.

Then she fell to the floor, her eyes shut as the blood continued to seep from her. Then he saw the room spin stopped on Magicon's face with a wicked smile. Organ music suddenly started, dark, ominous, and scary. It had no source but pierced his ears worse than any military order. ( watch?v=G0Fj3UD8gBI&list=PL9A3C155DED365C5D&index=137&feature=plpp_video)

Shaking his head in a defiant manner, Shining Armor turned around to see the other windows opened, Princess Luna sitting there, her eyes closed. She looked so calm and peaceful, like the beautiful night she created. Then a rope surrounded her neck and he was hoisted into the air, struggling to break free until she was limp and lifeless. Again the room spun and stopped on Magicon's face with that wicked smile.

Shaking his head and saying "No" to himself repeatedly, Shining Armor backed away from the windows and looked for an escape as the organ continued to play. Then a few candles came down from the open ceiling and hovered over the room. Then blood began to rise from the floor, like a slow flood, and Shining scrambled to avoid it. But he couldn't. The floor was level and there was nowhere for him to go. He cast his signature defensive spell which obeyed him and expelled the blood from his small protective bubble.

But the blood continued to rise and when it was halfway up the walls of his shield, Shining Armor started seeing something rise from it. No, not something, it was somepony. They had no eyes, a huge opening on their forehead, and bones sticking out from their sides. Shining gasped as he realized that these were the dead alicorns that Red-Blood had maliciously murdered more than a millennium ago. They moved slowly towards them, their mouths agape and blood flowing out as the tide continued to rise.

Shining Armor now desperately wished he had wings so he could fly and escape all of this. His shield might be able to keep the alicorns out but he didn't want to stay and find out. Now surrounded by the dead alicorns Shining realized he only had one choice, regardless of how sick and twisted it was: he had to fight. He had to kill them. He had to escape.

Summoning whatever courage he had, he dropped his shield and the blood immediately filled in soaking his coat and mane. But he didn't care; he had to fight. He had to save himself and save Equestria. He began casting spells at the alicorns who fell down, only to get up again and walk towards him. Putting more energy into it he cast the spells once again and the alicorns were pushed back to the edge of the room. But the blood continued to rise and was now at level with his mouth. He tried to keep his head above it but he would soon drown in it. He wasn't swimming in this, he couldn't. Suddenly realizing though, there was a way out. Focusing one last spell, he cast it at the windows of Celestia and Luna and, in a loud explosion, they shattered. The blood spilled out of them allowing Shining Armor to fall back to hard surface of the floor.

He was exhausted and he didn't want to fight anymore. Yet through his tired eyes he saw a dark blue cape hanging in the corner of the room. Knowing who that cape belonged to and knowing that there might be a chance to escape, Shining Armor charged at it, jumped, and grabbed it just as it teleported away. He held on for dear life as he landed in a dark and grassy field. The cape fluttered down before him and Magicon quickly emerged from it. It had torn slightly on the bottom and when Magicon saw it he looked at Shining Armor with fire in his eyes.

"_Nopony touches my cape_!" he said angrily as his horn began charging with magical energy.

But Shining Armor knew what he was doing. While Magicon charged his horn, Shining quietly snuck forward and punched him in the face. Magicon fell and felt his lip dripping with blood only to see Shining Armor on top of him punching merciless at his face and body. Magicon desperately tried to teleport but with Shining's body firmly planted on top of him and punching away, Magicon couldn't. The grass was falling away as the punching continued and he felt himself black out.

Realizing that he couldn't lose this way Magicon summoned whatever strength he had left and blasted himself and Shining Armor out of the book and rolling in separate directions on the floor of his savaged chamber.

Rising, Magicon looked around and saw he was back in his room, the ancient book opened and bruises on his face and body from Shining. Looking at the other edge of the book stood a bloodied, dirty, and quite scary Shining Armor. He rose and looked directly at Magicon and was about to cast a curse when Magicon quickly took down the soundproof barrier and called,

"Guards! Guards! Help me!"

The two Royal Guards burst through the door and stood with opened jaws at the scene before them. The room was a mess with destroyed and burnt furniture. Magicon was standing at one end, bruised and bloodied, while Shining Armor was at the other. With his bloodied and dirty hoofs and coat, he looked deranged. He was about to cast a spell at Magicon who cowered in fear.

The guards realizing what was about to happen and jumped into action, casting a shield to protect them and Magicon just as Shining Armor cast his curse. The spell evaporated at the shield and the guards wasted no time in charging at Shining Armor and tackling him to the ground. Bounding his hoofs and holding his horn, they quickly subdued their captain.

They were silent in the work as Magicon quickly made his way over to them.

"Take your hooves off me!" yelled Shining Armor. "As your captain, I order you to do as instructed! I'll have you court-martialed for this!"

"I'm afraid they no longer work for you, Shining Armor. You see, you may be the Captain of the Guard but all guardsponies take an oath to protect the Ruler of Equestria at all costs, including stopping you."

Shining Armor stared at Magicon in utter disbelief.

"You disgusting, sneaky, and hurtful pony! I'll-Oww!" Shining Armor felt a pull on his horn as the guard pony forced him silent.

"Shining Armor, _Ex_-Captain of the Royal Guard," said Magicon, "You are hereby under arrest for assaulting and attempting to kill the current Ruler of Equestria and treason. Take him away."

The guards did as instructed as a stunned Shining Armor was dragged out of the room and down to the ancient dungeons. He screamed "no" the entire way.

Once they left, Magicon said to himself, "I'm not sorry, Shining. I'm not sorry."


	19. Chapter 18

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 18**

"Alright girls, can we wake her now?" asked Applejack. The sun was beginning to set from a long day of doing small tasks to make themselves more comfortable and prepared for however long they would be in this cave.

"I don't know, Applejack," said Rarity. "Do you think it's right?"

"If we don't wake her now, then when? Our Twilight is somewhere in that body and it's our job ta bring her back."

"I agree with, AJ," said Rainbow Dash. "It's time we helped our friend."

"Alright," said Rarity. "Applejack, why don't you do the honors?"

"Sure." She walked over to Twilight and, with a gentle nudge, rubbed Twilight's shoulder. She didn't respond. Trying again, Applejack proceeded with more force and Twilight still didn't respond. This time Applejack shook Twilight back and forth, instantly waking her.

"Wh-what's…going on?" she asked as she quickly opened her eyes and scanned the cave.

"Twilight, do ya' 'member us?"

"How do you know my name?"

"Ah'm your friend. Ah know a lot of things 'bout ya'. But, Ah'll ask ya' again, do ya' 'member us?"

"You seem familiar."

"How are ya' feeling?"

"I'm starving."

"Here, have some food," said Applejack motioning to the water canteen, crackers, and apples next to Twilight. She quickly reached over and devoured them.

"Thank you," she said.

"Anything else we can do for ya'?"

"Can you tell me where I am?"

"You're in a cave in Northern Equestria."

"Oh and how did I get here?"

"Ya' don't remember?"

"No, all I can remember is running and then darkness. I guess I must've fallen asleep for a long time."

"Yeah, ya' did. Listen, ya' sure ya' don't 'member me or any of these other ponies?"

Twilight paused for a moment and looked at Applejack and at the rest of the girls with curious eyes.

"I…I feel like I know you all, but I can't remember who you all are. Were we friends or something?"

"Yes, we are. We're your friends, Twilight," said Applejack.

"Can you tell me who you are?"

"Ya' seriously don't 'member?"

Twilight shook her head.

Applejack sighed, "Very well, sugar. Ah'm Applejack."

"I'm Rarity."

"I'm Rainbow Dash."

"I'm Pinkie Pie."

"And I'm Fluttershy."

"You're all my friends?" asked Twilight.

The nodded with hopeful smiles on their faces.

"But, I don't understand. Why can't I remember you all?"

"Well, Twilight," said Rarity. "That's probably because you've been emotionally stressed and have blocked your memories about us."

"Emotionally stressed? Blocked memories? From what?"

"Well…umm-"

"From the death of Princess Celestia."

Something clicked in Twilight's mind. Like the correct alignment of a machine or the pages in a book, it all started coming together.

"Yes…yes…I'm starting to remember. We were talking to Princess Luna, all of us, and then I ran. I just kept running and somehow I ended up here."

"Twilight, if you don't mind, I can perform a memory spell that will hopefully restore your memories," said Rarity.

"You can do that?" asked Fluttershy behind Rarity.

"I know my fair share of magical skills. I may only use simple magic, but that doesn't mean I don't know some more complex spells."

"Ya' sure it's safe?" asked Applejack.

"I've practiced with a dashing magical professor when I was in Canterlot for the Equestrian Magical Convention last year. He said I was qualified and experienced enough to perform it."

"Well, alright. Just be careful."

"I will, Applejack, I promise. You ready, Twilight?"

"Well, I guess. What harm can come from unblocked memories, especially if they're about my friends?"

"That's the spirit," said Pinkie behind them.

"Alright, here we go," said Rarity as her horn began glowing its light blue. She closed her eyes to focus the spell and a blue mist surrounded Twilight's head. With a final spark from Rarity's horn, the mist went into Twilight's head and dissipated. Twilight yelled and felled backwards, eyes closed, as her friends rushed over to her side.

"Twilight! Can ya' here me?"

Twilight's left ear flickered upwards, like she recognized the voice.

Applejack asked again. "Twilight! Open your eyes! It's us! Your friends!"

The other ear flickered up and Twilight slowly opened her eyes, color fully returning to them.

"App….applejack?"

"Yes, Twilight. It's me. Ah'm right here."

Twilight rose with the help of the girls and looked at them and the cave beyond. She was silent for a few moments before jumping at Applejack and hugging her tightly, tears streaming down her face.

"Th…thank you!"

"It's alright, sugarcube, we're here. It's gonna be alright," comforted Applejack as she patted Twilight's back.

"It…was just…so horrible."

"Ah understand. But, we're not mad or upset with ya'. We're you're friends, Twilight. We're here for ya', both good times and bad times."

Twilight's crying quieted as she looked back at the rest of the girls.

"You…you all came?" she asked as she wiped tears from her eyes.

"Of course we did, Twilight," said Rarity. "We weren't just going to let you go. As your friends we have a responsibility to help and care for you."

"You're…so kind."

"How are you feeling?" asked Fluttershy quietly.

"Just very…emotional, Fluttershy."

"That's why we're here, sugarcube: ta talk 'bout your feelings and help ya'."

"Thank…thank you, Applejack. And thank you all."

"No need to thank us," said Rainbow Dash. "We weren't going to abandon you and we were willing to do whatever it takes to find and help you."

"You…are all…too kind."

"It's called friendship, sugarcube," said Applejack. "It's what we're supposed ta do."

"Thank…you."

"You know what this calls for?" said Pinkie with excitement in her voice.

"A party?" asked Twilight.

"No, silly, a group hug!"

She rushed towards Twilight and hugged her tightly as her hair returned to its poofy and fluffy state. The rest of the girls looked at each other, smiled, and joined in the in hug. They had found her. Through all the snow, the challenges, and sadness, they had found their Twilight and now they had helped her. She was back and she was here to stay. The mane six were back together.

* * *

Magicon slept well that night. Knowing that Shining Armor and his suspicions were temporarily locked up, Magicon was able to truly relax and get some sleep. He didn't even bother removing his cape as he collapsed in a temporary bed in a guest room of the palace. His tiredness and his arrogance prevented him from removing it. He didn't know what it was about the cape that made feel powerful and protected, but he liked the feeling.

He was awoken by the rays of sunshine hitting his face in the guest bedroom. Rising and looking at the clock he was surprised to see that he hadn't overslept despite his tiredness from the past days. He felt refreshed and ready to take on the world, which was exactly what he planned to do. Luna's funeral would be held today and he would mourn her loss but he would quickly put that behind him and focus on the future. The princesses were dead; no need to remember or glorify them any further. It was time for the new Equestria to arise; the one Celestia never wanted.

Looking at the mirror at his bruised and bloodied face Magicon charged up a hex to hide the marks of his fight from last night. It wasn't that he wanted to hide it, but today he wanted the day to be about his plans for Equestria, not his personal problems.

Stepping outside the room and putting on a bright and cheery face he pleasantly strolled through the palace to breakfast. There he helped himself to large samplings while his advisors explained his agenda to him for the day. He had once been at their level: nothing more than an advisor. But his manipulation and desire for power pushed him past these meager ponies and right onto the throne.

After breakfast Magicon began his traditional royal duties of meeting with the nobles and other ponies. They whined and complained about their own personal problems and Magicon wished they had something better to do than complain to him. He was not their councilor, he was their ruler. He H

He had more important things to do than entertain noble and selfish ponies who were probably already making up lies and falsehoods about him behind his back.

"He has no royal blood in him."

"I heard that he bribed his way to the throne."

"I bet he held something over the princesses to get to where he is."

"He's not even from Canterlot."

"No, but he is a Manehattanite so at least he knows upper class society."

"You call Manehattan upper class? Please, it's a city of robber barons and quick-rich ponies. They don't have the nobility or breeding of us Canterlot ponies."

So many rumors and whispers circled him amongst the nobles but Magicon didn't care. He was the ruler of Equestria and he had sole control over everything in the Kingdom. If wanted to have a hail storm on Fillydelphia, he could have it. If he wanted to remove the mayor of Baltimare, he could do it. If he wanted to declare war on a neighboring country, he could will it. There was no limit to his power and his influence. He could rule Equestria with an iron hoof, if he so desired. But for him that was not his view of the new Equestria.

Celestia had ruled Equestria with an iron-hoof, but from behind the scenes. If he was going to gain the respect and popularity of everypony he would have to be fair, wise, and just. He would do all of that and more so that everypony would benefit and everypony would have a better life in his new and modern Equestria. At his meeting with his bureaucratic ministers Magicon presented his ideas.

"Mares and Gentlecolts, though we have gathered here to discuss the affairs of Equestria at present, I want you to put those affairs aside for a while and focus on the Equestria of tomorrow. There are going to be changes to Equestria, big changes for the betterment of all ponies. Now I know change can be scary and uncertain, especially in times like these, but we can't move forward and out of these dark times without change.

"We must realize that the Equestria of old is gone and will never return. Dwelling on the past will not help Equestria or the ponies who call it home. We must move forward into the future. Equestria must become a symbol to the world of prosperity, happiness, and peace. To do this I have outlined a plan that will help bring Equestria into the future and help everypony."

Magicon unfurled a parchment scroll that flew halfway down the table. The ministers stared at in complete silence, some with astonished looks on their faces, others with looks of curiosity, still others of hope.

"I have split this into three major sections: political, economic, and social to highlight what I would like to change in Equestria. First up, political. What I want to do here is be able to have a better government for the ponies. That means: a reformed judicial system, an expanded bureaucracy, greater governmental involvement in the economy, elimination of the spoils and reward systems, and less focus on the nobility and more focus on everyday ponies. Our system will be designed from the local level, allowing cities and towns to do what is best for them and then request money and resources from the government for things they can't handle. This method then caters to normal ponies and prevents abuse of power and corruption at the government level.

"Next, the economy. These are the main highlights: an expanded patent and copyright system to allow ponies with new ideas and inventions to produce and sell them. Government funded industries to help startup new industries and businesses. An expanded transportation system, both on land and sea. Reform the currency. Allow individual ponies more control over their businesses. Government regulation over some businesses to prevent abuse of power, greed, and corruption.

"Finally, social. Expand hospitals and universities and construct new ones. Promote interest in the arts and culture by funding artists, writers, and composers and constructing new theaters and libraries. Expand the firefighting network. Allow towns and cities to create police forces to help fight crime. Reform and modernize the military with better weapons and equipment.

"Well, Mares and Gentlecolts, I know this is a lot to process and some of it is very scary because of all these proposed changes. But I want your advice and your help. If we are to have a truly beneficial Equestria, we must work together. So, speak and let me hear your thoughts."

The room was silent as Magicon finished his speech. He knew it was a lot to take in but he also knew that these were smart and hard-working ponies who would speak their minds when needed. But, much to his surprise, they sat awkwardly in their chairs and made no noise. Magicon suddenly felt embarrassed for throwing this on them but he kept his calm face and tried to be patient.

"Well? Your thoughts?"

A single stallion at the end of the table couched before speaking nervously, "Well…erm...your highness…like you said, this is a lot to take in. I'm still trying to process everything. But from what I've gathered so far, it sounds like you're throwing Equestria on its head."

"Oh, I beg to differ," said another stallion closer to Magicon. "These are exactly the kind of reforms we need. Equestria has been backwards and slow moving for far too long; we need to modernize."

"Modernize? According to this plan, we'll be deep in red ink before we see any 'progress'," said another mare.

"But that can be changed. Since the currency is being reformed, why not reform the tax code so we can pay for everything?"

And then they were off, debating and expressing their ideas as Magicon sat with a relieved smile on his face. He knew what he was doing was controversial but he wanted to see where everypony stood on it. Well, now he knew. Some were in favor, some against, and some hadn't made their decision yet. He would work with all of these ponies to create the best policies and reformations for Equestria. His new and modern Equestria was coming; he knew it.

* * *

"And that's how we found ya'," concluded Applejack.

They had recapped their adventure of finding Twilight to her. The sun had set and the moon had risen as the six sat around the glowing campfire. Twilight sat in astonishment as the five of them recanted their adventurous and dangerous tale, all to find and help her.

"Wow…I can't believe you all put so much at stake and just for me."

"Of course we did, Twilight," said Rainbow Dash. "You're our friend and we are willing to do anything for you."

"We'll always be here for ya', sugarcube," added Applejack.

"You would've done the same thing if it had been one of us who had run off here," reassured Rarity.

"Yeah, but it's just so amazing," said Twilight. "You could write a story about it."

"I'd definitely read it," said Rainbow Dash confidently.

"We all would," said Fluttershy.

"But we've only heard one side of the story," complained Pinkie. "We need to hear the other side! Come on, Twilight, time to share your dirty little secrets." She giggled to herself as she finished her statement.

Twilight's ears feel downwards after Pinkie's statement.

"I don't know, girls…it's not something I really want to talk about."

"We're not rushing ya', Twilight," said Applejack.

"Yeah, you tell us when you feel comfortable," added Fluttershy reassuringly.

"Can you just answer one question for me?" asked Twilight.

"What is it?" asked Fluttershy.

"Why did my brother leave?"

The girls looked at each other for a few moments before Rarity spoke.

"Like we said, Twilight, he had to go back to Canterlot."

"But why?"

"Duty," said Rainbow Dash.

"But what specifically? Can't you tell me?"

"We could, but it might bring you more pain," said Fluttershy.

"Fluttershy, believe me, how much more pain am I incapable of handling?"

"I…I…"

"It ain't about a question of pain. It's question of your health," said Applejack defending Fluttershy.

"But I need to know if he's alive."

"Oh, Twilight darling, why would you ever think such a thing?" asked Rarity.

"Because I care about my brother, that's why."

"Of course he's alive, silly Twilight, he's in Canterlot," said Pinkie.

"But I need to know why. Please girls, just tell me. I can handle it."

The girls looked at each other with uneasy glances. The question of 'Should we tell her?' was now upon them and they didn't know the answer. Applejack motioned for them to huddle together and talk in whispers.

"I don't know, ya'll. Seems awfully risky to be hurtin' our friend, 'specially now."

"If not now, when?" asked Rainbow Dash.

"We can't risk telling her on the way back," said Rarity. "Something awful could happen then."

"If we tell her now, she may react more uncontrollable but at least we're here to help her," said Pinkie.

"But what 'bout Shining Armor?" asked Applejack.

"He's long gone and it won't matter if we tell her or not," said Rainbow Dash.

"How about we vote?"

"Good idea, Fluttershy," said Pinkie. "All in the favor say 'aye'."

Rainbow Dash and Rarity responded.

"And all in opposition say 'nay'."

Applejack responded.

"Fluttershy, you didn't vote," said Rainbow Dash.

"Umm…I really don't want my opinion to sway the decision."

"But you gotta vote."

"No, she doesn't," said Pinkie. "Fluttershy abstains and I vote 'aye' so with count being three to one with one abstention, we'll tell Twilight."

"Alright, Ah'll go along with this here, but Ah don't like it. Ah don't like one applebuckin' minute."

The girls broke the circle and returned the campfire as Twilight sat there, a saddened expression on her face.

"Alright, Twilight," said Rarity brushing off the dirt before sitting down next to her. "We talked it over and we agreed that you deserve to know."

A small smile of relief overcame Twilight as she muttered, "Thank you".

Pinkie Pie started, "So the reason Shining Armor had to leave was because…well…because…"

"Because Princess Luna committed suicide," said Fluttershy quietly, suddenly really embarrassed by what she said and the glares from Applejack weren't helping.

"Umm…excuse me?" asked Twilight as she attempted to clean out her ears.

"Twilight darling, there is no easy way to put this, but Shining Armor left because he was needed back in Canterlot because Princess Luna committed suicide."

For a moment Twilight simply stared at Rarity with an expressionless face. Then the significance dawned on her. Her ears feel, her head sunk, and her heavy breathing was audible.

"How could she?" she mumbled to herself.

Pinkie was about to answer when Applejack put a hoof to her mouth and shook her head. The girls sat motionless, all with worried expressions, ready for anything that Twilight might do.

"I…I…just don't understand."

Now Applejack spoke calmly and sweetly, in a very comforting manner. "Neither do we, sugarcube. We'll find out when we get back ta Canterlot."

"I don't know if I can go back there."

"Twilight," said Rarity flatly. "There's no point in moping around like a seventy-year old widow. You need to be strong. Princess Celestia would want you to be strong."

Twilight looked over at Rarity, unsure whether to be insulted or complimented by her statements.

"Twilight, if it umm…helps…why don't you tell us what happened to you?" suggested Fluttershy.

"For once I agree with Fluttershy," said Rainbow Dash.

"Well…to be frank, there's not much to tell."

"That's alright, Twilight," said Pinkie. "We'll stay as long as you need us, even through the night."

"Thank you, Pinkie. You know, you are the best friends I have. I wouldn't trade you for anything."

"We wouldn't trade ya' for anythin' either," said Applejack as she walked over to Twilight and put a hoof on her shoulder. "Whenever you're ready."

Twilight took a few moments to clear her throat and stare aimlessly into the fire before her. The dancing flames were comforting in an unknown way. She felt safe with it, protected. She spoke slowly and cautiously.

"Well, after I fled Canterlot, I just ran. I didn't know where was I running to nor did I care. I couldn't even tell where I was most of the time because I either was crying too hard or refused to look up at the sun because I knew Princess Celestia was there. I couldn't face her. She had been everything to me and then she just left like that. I didn't even think she could die. She never told me about it, nor did she ever really tell me about alicorns. It's funny in retrospect, to think that I really knew Princess Celestia but how little I actually did.

"Anyway, I kept running. Time just escaped from me somehow. My mind was just absolutely wild and I guess I found comfort in being the mean and self-interested Princess Celestia that I had heard about. I blocked my conscious mind and I just went into this automatic mode until I reached the snowstorms in these mountains. Then it hit me of how far I had actually come and I was shocked, but more scared. I didn't know what to do, I was afraid I'd freeze out here so I looked for caves or shelters to hide in.

"I found the first one that you guys found earlier but only stayed there for a day or two before it got too cold. Then I moved up the mountain until I came here. As I settled, I had serious time to reflect on what happened and the old version of Princess Celestia just called my name so I obeyed and became like her. I unconsciously blocked my memories from the past two weeks and familiar ponies and things to help me forget about them. I guess I figured that if I could block Princess Celestia and everything associated with her things would go back to normal.

"That's why I couldn't remember you guys until Rarity's memory spell hit me. It unlocked the conscious memories and made me sane again. And that long sleep after fighting Pinkie just calmed me down more than I can say. So, that's it. All I can say is: thank you, girls. Thank you so much."

They hugged each other in a warm embrace as they now understood what had happened. The past had been revealed and they were now enjoying the present. The unknown and uncertain future awaited them.

* * *

In a small, black, filthy, rat-infested, cold, and foul-smelling cell in the ancient dungeons of Canterlot sat a dirty-coated stallion. His normally pristine white coat was stained with dirt, grime, and dried blood. His mane needed the longest bath ever and his hoofs were barely visible under the dirt and dried blood they carried. They were bound to ancient metal chains that made moving a struggle and his horn was bound in an even larger chain, preventing any spell from being cast. There was no window and the door was a solid block of steel with only a small sliding window from which the guards could look in.

Shining Armor was in a decrepit and disgusting state. One of his closest friends and former lover had betrayed him and thrown him down here like a piece of trash. Magicon had shown no mercy, no compassion, and no love in this grim fate. Instead, Magicon had just destroyed him and ruined him forever. Shining Armor's life would probably end at the end of a thick rope. He never even got to see his sister or his wonderful wife. He may never see them again. He cried to himself as he thought about his sister and Princess Cadance, hoping that they were not meeting his fate or the fate of the former princesses.

Just then there was a loud bang on the door and a guardpony opened the sliding steel window.

His voice was cold and harsh, "Dinner," he said as he slid the tray into the cell, telekinetically lifted it, and sat it down in the middle of the cell.

Shining Armor looked over at the disgusting meal. He didn't know what it contained and it smelled disgusting. You couldn't feed this food to an animal in the Everfree Forest much less a pony and here it was right before Shining Armor.

"The Royal Guard must serve the Ruler of Equestria at all times," said the guard. "But that doesn't mean our loyalty lies with him. Play your cards wisely."

He slammed the window shut as Shining Armor sighed. He still had the Royal Guard, though nopony knew for how much longer. There might still be a way to free himself and stop Magicon before it was too late. There was still hope.


	20. Chapter 19

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 19**

The day had been just perfect for Magicon. Not only was he able to present his ideas and have them debated, but also have a clearer vision for his new Equestria. Though many policies still needing fine tuning, the basic elements were there. He was going to love his new Equestria and, though many ponies would be skeptical of it at first, they would learn to love it too. It was for them that he was making all these changes. It was for them that he was Ruling Equestria very differently than ever before. It was for them that kept his drive to do good.

But today was not a day to do good. It was Saturday, a day of rest and relaxation. Magicon decided to use the opportunity to return to his old mansion, Chateaux Montville, outside of Manehattan. Equestria was at peace and all was right in the kingdom. He could afford to give himself time away from Canterlot and all of these politics just for two days.

Traveling by chariot was a great experience for Magicon. Very rarely did he get the chance to do so. As advisor to the princesses whenever he did travel, it was by standard carriage; the chariots were reserved for the princesses and a few others. But now he was the Ruler of all of Equestria, the Prince (as he called himself), and he could do whatever he wanted without the slightest regard to any limitations or restraints. His power was unlimited and his influence was infinite.

His carriage finally touched down on the outer grounds of the Chateaux and the pegasi guards began pulling him towards the ancient mansion. Gray and dark clouds hung over the gray and leafless ground like a dull ceiling, ready to dispense rain at any minute. The sun seldom shined over this dark land. So much darkness had occurred here that very little light could save it. The land retched with black magic and murder and the mansion that sat on top of it, even more so.

Stopping at the two large gatehouses before the manicured grounds of the chateaux, Magicon disembarked the chariot and was warmly greeted by his unicorn groundskeeper, Garden Hedge, and his pegasus stablepony, Trim Tam.

"Welcome home, Magicon, or should I call you your highness?" teased Garden Hedge.

"Thank you very much, Garden, but plain old Magicon is fine. I don't want to be treated like royalty; I'm just a normal pony here."

"Of course, sir. And how are you?"

"Glad to be back in my own home. I need to come here more often."

"We missed you, sir," said Trim Tam.

"And I missed you both as well. The grounds look spectacular, by the way."

"Oh thank you, Magicon. I do try," said Garden Hedge with a little embarrassment and pride.

"You know, it's not normally like you to arrive unannounced," remarked Trim.

"Does a pony need permission to enter his own home now?" teased Magicon as all three of them laughed.

"No, I guess not," replied Trim with a smile.

"Would you like to peruse the grounds, Magicon, or should we take straight to the mansion?" asked Garden.

"Let's head to the mansion. I'm sure everypony else will want to see the new arrival."

"Very good, sir."

Garden Hedge took Magicon's suitcase and escorted him past the gatehouses along the graveled driveway as Trim Tam escorted the chariot and the two pegasi to the Carriage House for cleaning and rest.

"I assume you've heard the latest news," said Magicon as they walked along.

"Indeed, sir. We were all shocked by their deaths but we felt great happiness knowing that Equestria is in good hooves with your leadership."

"Thank you, Garden. That means a lot."

"Glad I can be of help."

They rounded a corner and there stood before them the chateaux that Magicon called home. It was like nothing else in Equestria. The architecture was of an old form, gothic it was called. The various towers and turrets stood tall and skyward, dominated by the enormous clock tower in the front of the chateaux. The mansion was coated in a thick layer of stone, ivy crawling up it at various points. The elegance of the chateaux had faded into a graceful form of decay that not only gave a sense of ominous foreboding, but downright spookiness to those who visited it for the first time.

But to Magicon and his predecessors, it was home. Centuries of history lay in its polished floors and thick walls. Parties, soirees, and wonderful memories occurred here on the surface. But underneath that splendor lay the work of a hoofful of ponies who worked with ancient magic, dark magic, and dark actions to fulfill the ambitions of one pony and make a name for themselves.

He stopped, closed his eyes, and smiled as he savored the sweet rustle of the wind and the scents of early spring of his home. He missed this place. He missed home.

Catching up with Garden Hedge, Magicon was soon at the large wooden doors of the mansion. Knocking, he was greeted by Littlemore, his personal butler and close friend. An earth pony of short stature, Littlemore was nevertheless charming and faithful to Magicon.

"Magicon!" he exclaimed with a beaming smile as he warmly shook hooves with his friend.

"It's good to see you again, Littlemore."

"You've been gone for far too long. The misses and I were wondering if you forgot about us."

"How could I forget you all? You've read the papers. You've seen what's happening in Canterlot. I barely was able to get out for the weekend."

"Oh, I'm certain of that. Well, no matter. Let's get you inside and the misses will make you a wonderful meal." Littlemore escorted Magicon into the large entrance hall. The arched stone roof made every sound echo and the stone surroundings made the hall seem more like an ancient fortress than a mansion.

"That sounds delicious. By the way where is your wonderful wife?"

"Right here," said a voice from a room adjacent to the hall. She entered slowly and delicately, retaining her formal composure in her maid's skirt. An earth pony, like Littlemore, Fresh Mint was slightly taller than him and had the motherly personality that Magicon yearned for.

"I hope you didn't miss me too much," she teased as she hugged Magicon in an affectionate embrace.

"I missed you all and I missed this place. Canterlot is nice, but it's not the same as being home."

"Nothing ever is, dear."

"After all, there is no place like home," finished Littlemore.

"Quite right."

"Yup," added Magicon.

After a few moments of awkward silence Garden Hedge said, "Well, if you're all set, Magicon, I better be heading back outside and working on the gardens."

"Alright. Have fun with those."

Garden Hedge smiled as he sat down Magicon's suitcase and left the three of them to themselves.

"So, we can assume you had a hoof in the recent affairs in Canterlot?" asked Littlemore.

"Well, yes."

"We figured as much."

"Oh, and coagulations on your rise to the throne," cheered Fresh Mint.

"Thank you very much."

"Shall I bring the suitcase up to your room?" asked Littlemore

"Please and I'll come with you. I haven't been able to sleep in my own Canterlot bed for a few days."

"Why is that?" asked Fresh.

"Because my room was the site of a duel between me and the former Captain of the Royal Guard, Shining Armor."

Littlemore and Fresh Mint stopped and wore expressions of surprise as they stared at Magicon.

"How is that possible?" asked Littlemore

"Well, he was suspicious of me and didn't like what I wanted to do to Equestria. So he tried to overthrow me."

"Oh my," said Fresh Mint quietly.

"It wasn't pretty."

"Where is he now?"

"Safely locked away in Canterlot. He won't be a problem to anypony any longer."

"That's quite something, Magicon," said Littlemore.

"I know and you're one of the few ponies to know, though I'm sure word will get out in Canterlot and all of Equestria over the weekend but I want you guys to know the truth. You're like family to me."

"Magicon, we have been working for you and the previous owner for many years without a problem, said Littlemore. "Your master had the highest praises for us and desperately asked that you keep us. You did and we thank you for it."

Magicon smiled. "No, thank you for staying with me. I know I'm not the easiest pony to take care of, but you stayed and that's what counts."

"We would not leave you nor would we harm you in anyway," said Fresh Mint as she put a tender hoof to Magicon's muzzle.

"Thank you," said Magicon quietly.

"Now, shall we go?" asked Littlemore.

"Oh, yes."

"I'll tell Chef Tarte to start something for you," said Fresh Mint as Littlemore and Magicon began ascending the main staircase.

"Thank you," called Magicon as the two of them climbed onto the higher floors.

"I assume everything's been well," said Magicon as they continued towards his room.

"For the most part," said Littlemore. "Fresh Mint accidentally hit her head and required a run to the hospital. She was quickly taken care of though."

"Oh, I'm sorry to hear that. Why didn't you tell me?"

"Because you were far too busy in Canterlot to worry about the trivial matters here."

"It doesn't matter. I care about you guys. Like I said before, you're like family to me."

"We thank you for your concern and compassion, Magicon, but we can handle ourselves. You treat us so fairly we are forever in your debt."

"No, Littlemore. I treat you and everypony else here like family because I lost my own. This is my real home, not that apartment in Manehattan."

"Thank you, Magicon. We are honored you think of us as such."

Before either of them realized it, they were at Magicon's private door. Unlocking and opening it Magicon saw that it had not been disturbed, safe for Fresh Mint's cleaning. The room was moderately sized, but its darkness and the many artifacts and objects made it feel much smaller. The paneled walls were lined with various portraits and various tables and dressers contained numerous objects of all shapes and seizes, both magical and non-magical.

"Is everything to your liking, sir?"

"It is. My compliments to Fresh Mint who can keep everything clean yet so meticulous with returning the artifacts to their proper places."

"I will, Magicon. Is there anything else I can do for you?"

"Just summon me when the food is ready. That will be all."

"Very good, sir."

"Oh and Littlemore?"

"Yes, sir?"

"It's really good to see you."

"The same to all of us here, Magicon."

With those heartfelt words Littlemore set down Magicon's suitcase and left him. Telekinetically lifting the suitcase onto his bed Magicon opened it and removed a few erroneous pieces of clothing to find his book.

Succeeding in the task, Magicon levitated it and carefully brought it over to his bookcase and placed it neatly on the end. He would use it later for practice and other uses, but right now it could stay where it was. Nopony was going to steal it. Nopony even knew what it was. Nopony knew where he was. Unlike other owners of the chateaux, Magicon rarely had guests or festivities. He wasn't the social butterfly and he had no plans on changing that.

Walking over to his window, he gazed out over the grounds and the large fountain in the backyard. It was empty now, but it would be gushing with water once the warmer weather arrived. But water was in the sky and came down in tiny droplets in a clean rain.

Magicon loved this weather. He had signed a deal with the Pegasi that allowed him and his servant's direct control of the weather. Garden Hedge was usually in charge of it since he was the only unicorn in the household, but Magicon often took personal care in the weather when he was here.

Looking through the glass, Magicon focused on the reflection he saw. His hex was still working but the bags under his eyes were heavier than normal and he didn't look like the most comfortable pony.

"These marks better heal soon or else. I don't want to keep using this hex much longer. They tend to have mysterious permanent effects if they're used for long periods of time. I really can't afford that. You know what would clean these hexes up? A nice warm bath and a long nights rest."

He smiled to himself at the relaxation of a long and warm bath. Removing his cape, Magicon noticed the tear at the bottom and glared at it. He knew the pony behind those bite marks and he knew the pony behind his cuts and bruises.

"I will have plans for him. Big plans. But I will not dwell on him or them now. Right now, I need a long bath."

With that Magicon entered the bathroom and treated himself to a weekend of relaxation. He was here to unwind, enjoy himself, and get away from it all. He was home.

* * *

"Soup's on everypony," Applejack said with a smile as the smell of a warm breakfast filled the cave.

"Ugh…Applejack…why do you have to be so loud?" complained Rarity as she slowly rose from her blanket, rubbing her eyes.

"Sorry, Rarity, but us farm ponies are early birds. The sun's up and we better get some good grub if we're gonna head down."

"Head back down?" asked Fluttershy. "Isn't that…a little...um…dangerous?"

"Why not? Twilight seems fit as a fiddle and Rainbow Dash can still walk fine."

"AJ," said Rainbow, "Are you sure this is a good idea?"

"We don't have much food left. We gotta get movin'."

"Not enough food?" asked Rarity somewhat shocked. "I packed enough for a month. What happened to it?"

"Oh…I'm sorry…but I saw a few critters on the journey and…snuck a few to feed them. They just looked so hungry," said Fluttershy innocently.

"Ugh…" complained Rarity as she facedhoofed.

"And how's Twilight doing?" asked Pinkie.

"I'm right here, you know," responded Twilight matter-of-factly. "And I don't know about heading down now. It must've been difficult to get up here but we can't stay up here. If we have fewer provisions then we need to get moving. It will take less time to get down, but with the snow melting the paths will be slippery making an accident more likely."

"There's risks if we stay here or if we go and Ah wanna go."

"Applejack, isn't that a bit selfish of you?"

"Selfish me? Ya' must be jokin', Rarity."

"Then why the rush, AJ?"

"'Cause, Dashie, Ah worried 'bout us starvin' to death. Twilight hasn't eaten a full meal until we found her and this is our last one. Celestia knows how long until we find our next meal."

The girls looked at each other with uneasy glances.

"It's your call, Twilight," said Pinkie. "We'll do with whatever you say."

Twilight nodded and thought for a few moments.

"Very well. The most important thing is getting food. There is very little up here at this time of year and if we just wait around we'll be starving. I can go back down, it'll be easier since we're all together but we just have to be really careful."

"And how are you feeling, Rainbow Dash?" asked Rarity.

"I'm alright. I can fly if needed, but I'm trying not to overextend myself."

"Ya' know what happened last time ya' went too far?" said Applejack.

"Don't remind me."

"So, it's settled then," finalized Twilight. "We leave after breakfast."

They were quiet through the meal, their minds focused on the journey ahead of them. They didn't know how long it would take them but if Twilight said they should go, then they followed. They ate as much as they could; building up the energy they would need for the journey back. At least they had sunlight on their side, but the longer they stayed in the cave the more sunlight they wasted.

Realizing this, they efficiently disassembled their temporary lodgings and threw them into Rarity's bag. When everything disassembled the girls braced themselves for the cold just beyond Rarity's barrier.

"You ready, girls?" she asked as she neatly twirled her scarf around her neck.

They nodded except for Twilight who looked back at the cave.

"Something wrong, sugar?"

"I just can't believe I made it all the way here and you all found me," she said quietly.

"Well we did and now it's time ta head back."

"You're right. Whenever you're ready, Rarity."

Rarity wasted no time in lowering the shield and the cold air flew into the cave, chilling them beneath their winter garments and coats. They sun was shining making the snow blindingly white, but the girls stepped outside and began following the trail that they had taken to reach this point. The wind was breezy but not unbearable and there were just a few streaks of clouds in the sky. It was a good day to hike.

They were silent as they hiked down the mountain. Applejack led the group followed by Rainbow, Twilight, Rarity, Pinkie, and Fluttershy. They kept close together and kept their eyes peeled for melting snow and falling icicles from the rocks and cliffs above them. The ground was wet as they walked and Rarity kept shuttering as had no choice but the walk on the rocks, often filled with puddles.

They made their way down the mountain faster than before thanks to the sunlight, the warmer weather, and gravity. They had quickly passed the first cave they had stayed in and only paused a moment to admire it before continuing onwards.

As the rounded a corner, Applejack let out a "woah" as her hoofs slipped on a patch of frozen ice. Her heart skipped a few beats as she panicked to stabilize herself and jumped when she felt a pair of hooves grab her and carefully lift her off the ice.

She struggled to break free but the hooves were tight and refused to let go until she was on another safe patch of rocks. Looking back at her savior, Applejack let out a long sigh of relief to see Rainbow Dash landing right behind her.

"Thank ya'," she said as she took a few deep breaths.

"You're welcome," responded Rainbow with a small kiss on the cheek.

The girls were right behind and all had the same question, "Are you okay, Applejack?"

"Yeah. Ah'm alright. That was scary, though. Ah didn't even see that ice. If it weren't for Dashie here Celestia knows where Ah'd be right now."

"Let's hope we never find out," said Fluttershy.

"Indeed," agreed Twilight as Rarity examined the rocks around them and the map.

"On another note," she said, "We're not much farther from the start of the forest. We'll go when you're ready, Applejack of course, but if we go soon we'll be in the forest before the day is out."

"Well, that's good to hear," said Pinkie.

"How are you feeling, Applejack?" asked Twilight.

"Ah'm okay. Just give me a minute to catch mah breath and Ah'll be set."

They patiently waited until Applejack felt confident enough to continue forward. This time, Rainbow took the lead with Applejack close behind her. They didn't stop; they had to get off these cliffs. With Applejack nearly falling to her death, nopony wanted to be up here any longer than they had to.

When the finally reached the forest and the end of the single-file trail the girls sat down and let out a long sigh of relief. The hardest part of the journey had been completed. The forest lay before them and beyond that, the train that would take them back to Equestria. With a little luck, they would be back in Ponyville. But for now they still had miles to walk and the sun was setting.

"I guess we better camp here," said Fluttershy.

"Let's go a little further into the forest," said Pinkie. "It's just a little too scary being near those cliffs."

They all agreed and walked into the forest until they found a suitable meadow. The sun was now hovering just over the horizon and the temperature had dropped.

Opening her bag, Rarity pulled out the tents, blankets, and cooking equipment for the campsite. Applejack went to gather wood for the fire while Pinkie worked on building the fire pit. Fluttershy stayed near Rarity and helped her where ever she could while Rainbow circled, both on ground and in the air, for any animals or other ponies that might be nearby.

Twilight sat in the snow, staring into the slowly visible night sky.

"I wonder what it's like up there," she murmured.

"What's that, darling?" asked Rarity as she set up a tent nearby.

"Oh, it's nothing."

"Don't be afraid to tell us anything."

"I'm not afraid to tell you guys any secrets. You're my best friends. This is nothing."

"Alright, darling, if you say so."

Rarity resumed her work while the rest of the gang huddled near the campfire that Applejack successfully started. They had a small dinner, trying to save what they could for the next, and hopefully final, days of the journey.

There wasn't much talk. Either there was nothing to talk about, or the subjects were too boring to discuss. It didn't matter to them though. They were just glad to be together. But something still bothered Twilight in the back of her mind: her brother.

Shining Armor had been looking for her but had been called back to Canterlot. He hadn't rejoined the girls and she felt something was very wrong. Though she couldn't put her hoof on it, her sisterly instincts were telling her something was amiss. She hoped that he was alright and she hoped to see him soon.

"I miss you, Shiny. Good night and be safe," she whispered to herself as she fell asleep, with the moon and stars keeping an eternal watch over her.


	21. Chapter 20

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 20**

The sun rose once again and the group began what was quickly becoming their daily routine. Applejack rekindled the fire and scratched together a small breakfast. Provisions were running dangerously low and they would be out of food within a day. The need to get back to civilization was growing on them.

"How much longer do you think it will take to get back?" asked Rainbow Dash as she nibbled on a piece of toast.

"Two days, maybe three," Rarity estimated.

"We really did cover a lot of ground when we came up here," said Pinkie.

"Yes, we did."

"How are you feeling, Twilight?"

"I'm fine, Pinkie. Thanks for asking."

"And how are you feeling, Dashie?"

"Just swell, AJ."

Applejack raised an eyebrow, questioning whether she was being serious or sarcastic.

Noticing the face Rainbow said, "No really, AJ, I'm fine. I slept well last night and I'm not sore. I can fly normally again."

"Alright, just be careful."

"You always say that."

"And always will."

"Why?"

"Because Ah love ya'. That's why."

Rainbow smiled and blushed in embarrassment.

"I love you too, AJ."

The slowly brought their lips together and savored the moment. They almost lost each other in their romance had it not been for Rarity's "ahem" that broke their kiss.

"Hate to interrupt your 'moment', but I think I speak for everypony here in saying that you two should probably keep the kissing to a minimum in front of us."

"Do you have a problem with us, Rarity?" asked Rainbow.

"Oh absolutely not, Rainbow darling. I couldn't care if you fell in love with a tree, but I for one do not want to see all the crazy romance. That's between you and AJ."

"A little jealous, Rarity?" asked Applejack with a seductive smile.

"Jealous? Excuse me!"

"Ah think ya' need to take your head out of those cheap romance novels."

"Well, I never!"

"Girls, calm down," said Twilight. "Should we really be fighting about this?"

"Ah wouldn't call it a fight, Twilight."

"Applejack's right. It's more of a confrontation."

"Fight, confrontation, or whatever you want to call it; it's over," said Twilight.

The two girls looked at each other and sighed. Rarity knew she was envious of the two. She wanted a special somepony but she couldn't find a single one that fit her ideal description. Sure, she had met ponies that were true gentlecolts but they had faults in other places; faults Rarity couldn't accept.

'Maybe I am being too picky? Maybe I'm just trying too hard? Am I supposed to just wait around and have my stallion land on my doorstep? Will he just appear one day out of the blue? No, that's not possible. He's out there somewhere, I know it. The stallion I need has to be a perfectly cut diamond. Not cheap crystal, not emerald, not even sapphire, pure diamond. He's out there and I will find him and he will be everything I dreamed and more.'

She smiled as the image of a sexy, but proper stallion came into her vision. While Rarity daydreamed the rest of the girls continued their conversations.

"I can't wait to get back to Ponyville," said Fluttershy.

"I think we can all agree to that," agreed Rainbow.

"I bet Spike misses you," said Pinkie towards Twilight.

"Yeah, I'm sure he does. But he knows how to take care of himself."

"He's gotten bigger in the past months," Applejack commented.

"Well he's reached that stage in his life. His voice is getting deeper, his body is growing; he's maturing."

"Will…he…um…turn into a greedy dragon?" Fluttershy asked nervously.

"According to my books, no."

"Oh…well that's a relief," said Fluttershy as she let herself breathe easier.

"But girls, I have to ask. Would it be alright with you all if we stopped in Canterlot? I need to see my brother. I think something bad has happened to him."

"Absolutely, Twilight," said Rainbow Dash.

"What do you think is wrong with your brother?" asked Fluttershy.

"I don't know. It just feels…like something isn't right. Like he's in trouble or something."

"Well, if we're ta get ta Canterlot any sooner then we best be movin' on," said Applejack. She clopped her hooves in front of Rarity who shook her head as she snapped out of her daydream.

"Sorry, I was...uh…"

"Can it, Little Miss Rarity," said Applejack flatly. "We're movin' out."

"What? Already?"

"Eeyup," she said as she rose and began clearing camp. The other girls followed her, including Rarity who gave out a long sigh before rising and disassembling the tents. It had become an automatic process for them. Douse the fire, take down the tents, fold the blankets, dress warmly, and begin the trek again. They could do it in their sleep, making the cleanup time incredibly short.

With the camp fully packed the girls set off again. The forest had a very different feel than when they first passed through. It was lighter, brighter, and more pleasant to be in. Snow had fallen off the tree branches and was slowly melting into little puddles on the ground. A few early bird arrivals were chirping on the branches, much to Fluttershy's delight. Even a few squirrels and other small woodland creatures could be seen off the trail, making small prints in the snow as they moved along preparing for spring in the mountains.

"Wow. Even up here the animals know when spring is coming," remarked Rainbow.

"All creatures have a sense of time based on temperature and the length of the sun and moon," said Fluttershy.

"That would explain why they're up and out on this beautiful morning," said Twilight.

"Wait, I have a question," said Rarity. "If they know time, do they build their nests and burrows on their own?"

"Oh yes, Rarity," answered Fluttershy. "Even before ponies arrived, these animals built homes all on their own. We just made the process easier for them with Winter Wrap-Up."

"Ah," responded Rarity.

"Any more questions?"

Everypony shook their head as they kept moving through the forest. It was quiet other than the few bird chirps, their hoofprints making crunches in the snow, and the small talk they had amongst each other. Life had certainly taken a different direction for the six of them, a much better one. They hoped to return to their normal lives, even though one part of it would never do so. Though the sun and moon rose and fell, their true beholders would never rise again.

* * *

The bath had been refreshing, the dinner exquisite, and the evening pleasant. Magicon was enjoying every moment of his return back home. He hadn't felt this good in a long time and he truly needed it. He was glad of making the decision to flee the hustle and bustle of the city and the snobby court. Here, he didn't have to wear a mask. Here, he didn't have to lie or pretend. Here, he could be himself.

Magicon knew that Littlemore, Fresh Mint, Garden Hedge, and Tram Tam knew more about him than they admitted. But he didn't care. They were his servants, his friends, and his family. They were the only ponies that Magicon put blind faith and trust in. For years they had served him and his master before him with such dedication and loyalty that rivaled the Element bearer herself.

While never going into full details with his servants, Magicon knew that they knew about his real plans and his dark magic. But they turned a blind eye to it or showed compassion to him. They truly cared about him, even when he wasn't there.

"Did you know I still save the letters you send us?" asked Fresh Mint innocently.

"You still do? I thought you ended that years ago," responded Magicon.

He was seated in a comfy lounge chair, directly across from Fresh and Littlemore who were seated on a couch while Garden Hedge leaned against the mantelpiece of a warm fire. They were in the main parlor having a few drinks and sharing stories in a healthy form of entertainment.

"Tut, tut Magicon," scolded Littlemore with a smile. "You know my wife better than that. If you want something saved in this mansion, you throw it out. The mysterious dumpster diver will find some use for it," he said as he poked Fresh who smiled and rolled her eyes.

Magicon warmly smiled at the scene. "I see nothing has changed. Not even the ponies here."

"Why would we? It's not like we're guilty of treason or anything," teased Garden Hedge as he looked over at the three seated ponies.

They all laughed in their happy merriment.

"You have a very good point," said Magicon between his bursts of laughter.

"Speaking of which, have you processed any criminals yet?" asked Fresh almost with foallike interest.

"Dear, you know better than to ask Magicon those kind of questions. He's been on the job for less than a week. I doubt he's been able to keep his head straight," said Littlemore.

"Yes, well, it's true. I don't know how I got through it but I did. I'm not sure if it was the best idea leaving Canterlot on my first weekend as the new leader."

"But you needed it. You needed time for yourself. Everypony needs that," said Garden Hedge.

"Plus, you missed us," admitted Fresh.

"Yes, both of those are true."

"The ponies of Equestria can manage without you for 48 hours. As long as the sun and moon rise and no national crises arise, they can manage," said Littlemore.

"Here, here," cheered Garden as he raised his glass and drank the rest of its contents.

"More brandy, Garden?"

"I really shouldn't."

"Oh, come now. You're no drunkard. I wouldn't have hired you if you were," said Magicon lightheartedly.

"Oh, all right," relented Garden as Magicon telekinetically poured him another glass.

"So, now as the Ruler of Equestria have you given yourself a title or the like?" asked Fresh.

"As a matter of fact, yes. In my way own way to honor the princess I've kept the titles of nobility for myself and for royalty. I'm now Magicon, Prince of Equestria."

"Not Prince Magicon?"

"No. That's the difference. Calling me 'Prince Magicon' assumes I have royal blood and am related to the princesses. I am not in any way related to them. But saying 'Magicon, Prince of Equestria' means that my name is separate from my title and that the title can be bestowed to other ponies after I'm gone."

"You've already have this figured out, don't ya'?" asked Garden teasingly.

"Yes, I do," responded Magicon with a smile of his own.

"So, what big plans do have for Equestria, Magicon, Prince of Equestria?" asked Littlemore humorously.

"I plan to release Discord and make everypony suffer!" taunted Magicon as everypony laughed.

"No, seriously though," said Magicon as they calmed down from their laughter, "I plan on reforming and modernizing Equestria. Better technology, improved lifestyles, happier ponies, who wouldn't want this?"

"It definitely sounds like a good idea," said Fresh.

"I know it is."

"Have you started any work on it?" asked Garden.

"I only discussed it with a few of my advisors. Some loved it, some hated it, but all wanted changes to it. Now comes the long policymaking process."

"Don't worry, Magicon. I know you can do it," said Fresh confidently leaning over and putting a hoof to his shoulder.

Just then she noticed something about Magicon's cheek. It looked slightly discolored and bruised. She squinted her eyes to get a closer look and noticed other scars and cuts along his face.

"Umm…Magicon?"

"Yes, Fresh?" asked Magicon as he sipped his drink.

"What happened to your face?"

Magicon swallowed the remnants of his drink hard and fast as his eyes darted towards Fresh at the realization of the discovery.

"Wh…what do you mean?"

"What I mean is why there are cuts and bruises over your face?"

Noticing it too, Littlemore also stared at Magicon, making him feel unpleasant, and nodded.

"Fresh is right. What did you do to yourself? Get into a fight or something?"

"Why didn't we notice this before?" asked Garden as he looked over at Magicon as well. "Wait, you hid these marks, didn't you? You hexed yourself."

Red with embarrassment Magicon felt completely uncomfortable with the stares and questions from his servants.

"I…don't want to talk about it."

"Magicon, we respect your decision to keep certain things private but when it comes to your health, we draw the line," said Littlemore.

"It's only because we care," added Fresh.

"It's really uncomfortable for me to talk about it."

"How bad can it possibly be?" asked Garden.

"Bad."

"Why don't we decide that for ourselves? We're intelligent ponies. We can handle it."

"Oh, alright," Magicon relented. "But only because I trust you and because I don't want this damn hex on me any longer."

He dropped the hex which fell instantly revealing the true extent of Magicon's injuries. His right eye was blackened; his left cheek was severely bruised while his rick cheek had cuts along its face. His lips were puffy and awkward while his forehead had scratch marks. His neck was also bruised and his chest had deep implants from where Shining had planted his hooves.

Examining the full injuries Littlemore exclaimed, "My Celestia! What kind of fight did you get in?"

"A very tough one."

"With whom?" asked Garden as he kneeled down on the floor next to Magicon.

"With the now former Captain of the Royal Guard."

"Shining Armor?"

Magicon nodded as the three servants looked at each other with surprised and confused faces.

"How did it happen?" asked Garden.

"Well, Shining Armor became suspicious of my plans for reforming Equestria and our personal affairs and felt like he had to stop me at all costs." He paused. "He tried to kill me."

The three simply stared at him, their eyes filled with confusion, shock, and horror.

"When did this happen?" asked Littlemore.

"A few days ago."

"Geese Magicon. You're on the throne for less than a week and you're already being attacked. Maybe this role isn't for you," suggested Fresh.

"No, Fresh. It was a one time incident. It's not going to happen again."

"Where is Shining Armor now?" asked Garden.

"Rotting in prison for attacking me."

"Why haven't we heard about this before?" asked Littlemore.

"I have yet to publicly announce it."

"You must do so otherwise the press will speculate."

"I know that and already the palace probably knows and when I return tomorrow I wouldn't be surprised if all of Canterlot knows. I will make an announcement and control the issue."

"You're not going to control the issue looking like that," commented Fresh.

"Yes, but uhh…what do you have in mind?"

"I know a few things that will help heal those injuries much quicker and you won't have to resort to hexing yourself. Hexing is never a good thing to begin with and you know what happens if you do it too long."

"Yes, I know. Fresh, for an earth pony you sure know a lot about magic," said Magicon as he and Fresh rose to exit the room.

"When you live in this house, a pony has to," were her final words before escorting Magicon out of the parlor and upstairs to do what she could to help her master.

Walking up to the bathroom, Magicon continued to protest.

"Honestly, Fresh, it's not that bad. I can handle this myself."

"Not that bad' my hoof. Have you seen yourself recently? You look horrible. Shining Armor really did a job on you."

"Yeah, I guess he did," he mumbled.

"I don't why you wanted to hide it from us since you call us your 'family' and all. If you really think we are a family then you need to be more open with us, Magicon. I could've handled this when you first arrived and helped you. Now it's going to make the whole process longer."

'Here she goes again. Another one of those rants. She really is a mother,' Magicon thought to himself. He knew he couldn't stop her rants. Once Fresh Mint was started, she wouldn't stop until everything had been said. It was word vomit to Magicon and he just hung his head low and listened, hearing every word but processing none.

"And you thought you could've just easily solved it with a hex? Ha! A hex is dangerous and damaging to a pony's health. You're lucky I have stuff for magical spells and that hex didn't damage you. Come on, Magicon, into the bathroom. We've got work to do."

She dragged him into the bathroom and walked to the small closet pulling out bottles and soaps of all shapes and sizes as Magicon just stood in the doorway.

"Fresh, I just took a bath."

"Yes and now you're taking another one. Get in the tub."

Reluctantly Magicon took of his cape and did so. Upon seeing the cape Fresh looked at it and held it in her hooves.

"You need to get this washed, Magicon."

"Excuse me?"

"You heard me, _washed_. It's filthy. There's dirt, grass stains, and dried blood all over it. The Prince of Equestria can't wear that if he's going to demand respect from his subjects. I'll take care of it later. Right now, let's begin."

She turned on the water and began a variety of healing treatments for her master. Funny smelling soaps and ointments were soon all over Magicon's face and upper body as Fresh continued to work and clean him up.

"Fresh, this is so embarrassing."

"Who's watching you?"

Magicon's ears flipped downward as he thought about her question. She was right; nopony was watching them and what she was doing was a kind and selfless act like a mother should. She even talked and ranted like a mother. At that thought, images of his old mother filled his mind and he let out a long sigh.

"Something wrong, Magicon?"

"Well…it's just that you remind me so much of my old mother."

Fresh was silent after those words and continued to scrub Magicon's forehead.

"It's not that you were exactly like her. But you do have so traits and motherly qualities that were a lot like hers.

Finally, Fresh spoke, "I'm flattered you think of me as a mother, Magicon. Considering I never had any foals of my own, I never really got to be a mother other than to you so I guess I'm just compensating. But I'm not a replacement and I don't want you to think of me as such. If you want to talk, just let me or my husband know."

"Okay," Magicon mumbled.

"Alright. Here we go. There. You look, well, better than you did before."

She brought a hand mirror to show him and sure enough, she was right. Some of the bruises had disappeared, the cuts were thinner, and his lips weren't as puffy. She had even managed to help his black eye which was now much less obvious.

Putting the mirror aside Magicon said, "Thank you, Fresh."

"You're welcome. Tomorrow before you go, I'll have the cape cleaned and ready for you."

"I really don't like other ponies touching my cape, much less work on it."

"It's either that or you can't wear it. I'll not have the new Prince of Equestria look like he's been in a bar fight while he's ruling."

Magicon contemplated the options for a moment and relented to Fresh Mint's suggestion.

"Fine, take it," he grumbled.

"Thank you, Magicon," said Fresh as she tossed him a towel and he began drying himself. "Now, go get some shut-eye."

"But I was planning on working with some magic tonight."

"No, 'buts', Magicon. Now go to your room. You'll heal better with a full nights rest."

Magicon sighed and relented once again, annoyed at himself for a variety of reasons, "Fine. Good night, Fresh."

"Good night, Magicon."

He quickly left her and returned to his room, somewhat annoyed and saddened. Lighting a few candles he paced back and forth in the room. He was mad at himself for thinking he could use a hex to solve his problems. He wanted to be mad at Fresh for noticing and ruining his night, but he knew she was only looking out for him, just like any mother should.

"Mother…why does that invoke such painful memories? Mom, you know I didn't have any control over it. It just happened. You must forgive me. It wasn't on purpose. I was young, a colt, with barely any control over my magic. I had no idea that I had that kind of potential. I'm sorry."

He felt small tears stream down his cheeks at his apology. He realized something as he sat down on the bed lamenting: he never showed remorse for any of his actions except that one. Why? Why out all the things he did he regretted this one? Maybe because of what happened. Maybe because of what was to come. Magicon didn't know and didn't bother to find out. There was no answer, there was no solution. It happened so long ago and it still stuck with him. He couldn't forget.

"I love you, mom," were his final words as he climbed over to the rest of his bed and buried himself under the covers as he cried himself to sleep as the rain continued to softly pelt his windows.


	22. Chapter 21

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 21**

"I'm so disappointed in you, Magicon."

"Me? What did I do?"

"What didn't you do?"

"I've done nothing wrong."

"You've done _everything_ wrong."

"How can you say that?"

"Because it's the truth."

"You don't even know me."

"I know you more than you'll ever know."

"Who…who are you?"

"You know who I am."

"You're not the pony I know you to be."

"The pony you thought I was has changed. That pony is long gone, just like your innocence and purity. You have fallen so far."

"What are you, some kind of god?"

"Heavens no. But I don't need god-like powers to see how low you have come."

"Low? I've done good with my actions. I've ended a tyrannical rule-"

"And started another one with you as its leader."

"I am modernizing Equestria. I am open to reform. I can change."

"You may appear to change on the outside but your inside will always be the same. You reject the real hope and love of ponies."

"Not true. I have Littlemore, Fresh Mint, Garden Hedge, and Trim Tam."

"They're friends to you, you don't love them."

"I don't need to love my friends."

"Then you are denying yourself of the magic of friendship."

"Ha! The magic of friendship! What kind of bull is that?"

"Something you will never understand."

"I don't need this. I'm leaving."

"No, I don't think you want to do that. You can't seem to forget me anyways."

"…Look, what I did was wrong and cruel, but it was an accident. I never meant to hurt you."

"I know, but I can't forgive you."

"How can you say that?"

"Because it's the truth."

"How can you be that pony I loved and have changed so much?"

"Because you've changed yourself. Ever since that night you were put on this path and you always chose to stay on it. You never left, you never diverted, and you lost your true self."

"This is my true self."

"Then you are not the pony I wanted you to be."

"I am Ruler of Equestria, am I not?"

"I never wanted that for you. I just wanted you to do good in Equestria, not evil."

"Well, I'm _sorry_ I didn't meet _your_ expectations."

"You really are heartless."

"Not heartless, soulless."

"…I…can't believe I'm saying this but I don't love you, son."

"I don't need your love! I don't need you! Get out! Get out! GET OUT!"

Magicon jumped up in a cold sweat. The sheets flew off of him as she sat up in his bed. He put a hoof to his head and stared wildly around the room. His breathing was rapid and as his sense returned to him he realized it had only been a dream.

"I…can't…believe I had a dream like that. I've never had anything like that before. Why was she acting like that? I never argued with mother, other than that…one time. Oh, it was a recreation of that one time and look how that ended. Mother, I don't know if you're listening or even paying attention to me anymore, but I know that wasn't you in that dream. You were always kind and compassionate. I don't know what you think of me now but I want you to know that I still love you and father too. I wonder if he's still alive even, or has he joined you wherever you are."

Sighing, Magicon climbed out of bed and looked out his window. The rain had ceased and a few patches of clouds filled the night sky. The moon shone clearly illuminating the mansion and the grounds.

"At least that worked correctly," he said to himself. "Still, nopony actually celebrated my work and dedication. But I suppose they expected their faithful and good ruler to raise the sun and moon. Plus Luna's death and small funeral dampened everything, so it makes sense. Still, my name at least will enter the history books and that's what counts.

"I should probably get back to bed. Fresh would want me to get a full night's rest, but I don't know if I can go back to sleep after that dream. It was so dark; I couldn't even see my muzzle. I didn't even see her, I just recognized her voice and it didn't even truly sound like her. Yet I haven't had a dream with her for years. Why now and why here?"

"Sounds like somepony is a little paranoid," said a mare's voice behind him. Magicon didn't bother to turn around; he knew who the voice belonged to.

"What are you doing here?"

"I wouldn't want to miss one of my own spectacular nights with my favorite advisor."

"Don't play dumb with me. I know you know what happened to you. You think I'm a monster for what I did."

"My sister would, I don't. I think you're confused. All your life you've followed one path without any thought to any of the other choices before you. You were locked into a future that was already chosen for you, not one you could choose for yourself. Now that you have the freedom to choose you're conflicted between your loyalty to the cause or ruling Equestria."

Magicon was silent for a while as he closed his eyes and thought.

"You're right, Luna. But what am I going to do?"

"Choose."

"Choose?"

"Correct. You now have choices you can make; make the right ones, not for yourself but for Equestria."

"I don't know if I can do it."

"Trust me, you can. You can commit and get away with murder. You can make the choice."

"Speaking of which and just so you know, I didn't kill you for personal reasons, I-"

Luna cut him off, "I know, Magicon. I know and I forgive you for it. Let the madness stop with you. You can be the pony to end it. Save Princess Cadance and save yourself."

"I…I…" Magicon turned around to see that nopony was behind him. No Luna, no voice, and no presence of her at all other than her moonlight which shined throw the windows.

"I really am going crazy. I just need some more sleep. My mind is playing tricks on me. I just need to rest. It'll be better in the morning."

Once again, Magicon climbed back into bed and under the warm sheets as sleep overcame him. He was out before he knew it.

* * *

"Is he up yet?" asked Fresh Mint as she drank from her tea.

"Not yet," answered Littlemore as he bit a piece of his toast.

The two were seated in the morning room having a small breakfast. The sun had risen and its beautiful rays completely brightened the room.

"So, what did you do to him last night?" asked Littlemore.

"Just some scrubbing and healing with my different potions and lotions."

"Did it work?"

"He looked better but I told him he needed rest in order for it to work completely. Hopefully he took my advice and didn't practice his magic."

"I don't think he practiced last night. I didn't feel any magic go through the mansion so I assume he slept."

"Let's hope so. I have to wash his cape too."

"You managed to get the cape away from its owner? Good job."

"It helps when the owner has to look like a ruler everyday."

"Very true."

"He's going to have to return to Canterlot today."

"I wish he could stay longer. This mansion certainly isn't the same without him."

They heard hoofsteps coming down the hallway and both looked at each other, silenced themselves, and waited to see who the pony was. Through the doorway strode Magicon, his flank exposing his silver cutie mark. The cuts and bruises over his face and upper body had faded considerably. Even his black eye had healed significantly. He didn't look perfect, but much better than he did the day before. He smiled at the two servants and joined them at the table for some breakfast.

"Good morning, guys."

"Good morning, Magicon. It looks like you took my advice," said Fresh.

"Yes, I did and it worked wonderfully. I feel so much better."

"You look much better too," remarked Littlemore.

"Thank you and might I say what a beautiful effect the sunlight has on this room."

The two servants looked at each other with confused glances.

"Umm…Magicon, wasn't that a little…random?" asked Fresh.

"Possibly, but we are in the morning room after all. Sunlight is meant to shine here. It must've been so dark during those two days without the sun."

"Well, yes, but we managed," said Littlemore.

"And you know why the sun or moon wasn't up?"

"Yes, we do and we know you raised them both."

"Yes, I did. A little appreciation would be nice," he grumbled as he began helping himself to some tea and pieces of toast.

"Oh, yes, splendid job, Magicon," said Littlemore.

"It is pure perfection. We thank you so much," added Fresh.

"Indeed. Now the rest of Equestria must thank me."

"Uhh…Magicon, you do realize that the sun and moon are up and that issue is finished, don't you?"

"Of course, but I like to be reminded of what will probably become my greatest success."

"Did you hit your head last night or something?" asked Fresh.

"What? No. What in Equestria gave you that idea?"

"Well, it's just that you seem a little…off this morning."

"Well, I'm sorry if I don't meet the requirements that you expect of me," Magicon said half-sarcastically and half-curtly.

"Magicon, we have no requirements of you," said Littlemore. "You are our master and we live to serve you."

"Then why aren't you just acting like your normal selves?"

"Because you aren't," said Fresh bluntly.

"Fresh! Watch your tongue!" scolded Littlemore to his wife. "There, there, Magicon. Ignore what my wife said. You are normal, just like you should be."

Magicon's ears dropped and he stared down at his plate for a few moments before mumbling, "Yeah, normal."

"Pardon?"

"Normal, what does that even mean? Am I average? Am I not special? Am I just like everypony?"

"Oh course not, Magicon. You are special, unique really. You are the Ruler of all of Equestria, a role that nopony has filled in more than a millennium."

"I never had a normal foalhood, either," said Magicon seeming to ignore Littlemore's comforting and reassuring words.

"I…I…really can't answer that, Magicon."

"Yes you can. You were here when I first arrived and you know everything about me. Now, please, give me a straight answer."

Littlemore gave an uneasy glance to Fresh Mint who returned it. They weren't sure if they should be honest or just lie to him. Making a decision, Littlemore sighed.

"Fine, Magicon. No, you didn't have a normal foalhood."

"That's what I thought and do you think I ever had any choices presented to me when I was brought here."

"No. Everything was chosen for you."

"Exactly."

"Magicon, why are you asking me this? Did something happen last night?"

"No, nothing happened. I…just had a bad dream."

"Oh, Magicon. You mustn't let bad dreams get to you. You'll go crazy if you do," said Fresh Mint.

"I think I already am crazy."

"No, Magicon. You're not crazy by any means."

"Fresh is right. You're a good pony and have done good things for yourself and Equestria and you'll continue that streak for many years to come," reassured Littlemore.

"You really think so?"

"Believe me, Magicon. We know you better than anypony. We've seen you in your high points and in your low points. You are strong and determined. You can do anything when you put your mind to it."

"Yeah, I guess that's true."

"You guess? It's a fact of life. You are a good unicorn. No, not good, great. Not many ponies would have the courage and skill to not only take up the reigns of one princess but both and manage their affairs beautifully and then be able to permanently fix the sun and moon cycle. You'll go down in the history books as a great hero."

"Yeah, a great hero. I am one," said Magicon with growing confidence.

"Yes you are," encouraged Littlemore.

"Nopony has ever done what I've done. You're right Littlemore; I will be remembered for what I've done. My greatness will go down in history," said Magicon in a fully confident and somewhat arrogant statement.

"That's the spirit."

"Thank you, Littlemore."

"You're welcome, Magicon."

"And thank you, Fresh Mint."

"You're welcome, Magicon."

"Now, if you'll excuse me, I have magic I need to improve." He rose from his seat and began heading towards the doorway.

"Now, Magicon, don't let this go to your head," warned Fresh as he walked out the door.

"I won't, Fresh. I promise," said Magicon as he walked up the stairs to his room.

Looking back at her husband Fresh said, "He's gone into his arrogance again."

"It's better than staying in his depression."

"I guess, but let's hope he doesn't go massacring ponies."

"Fresh darling, we both know Magicon is not capable of murder."

"I don't know. He has changed since we last saw him."

"It's probably the stress. He did come back after all to wind down."

"Yeah, it's probably that."

"You worry too much."

"Yeah…"

"Look, Magicon heads back to Canterlot today. The least we can do is be supportive and be like the family he never had."

"You're right, dear. Speaking of which I better return to mending his cape."

Fresh rose and left the room leaving Littlemore to clean up. He didn't know what his wife was thinking but he knew that she was suspicious of Magicon. They usually got along so well, but now something was amiss. His wife hadn't changed, he knew that. Then it was Magicon who had. Though in what way remained a mystery to Littlemore.

* * *

Magicon returned to his room and quickly went to his bookshelf. Amongst the various pieces of literature lay an old and thick book. Telekinetically grabbing it Magicon brought it in front of him. He was glad he had brought it from Canterlot. He couldn't leave it there. While his main room was being repaired the maids would clean his temporary room and discover it and he couldn't risk a discovery. It was just safer to keep it with him at all times.

Still holding the book, Magicon grabbed a second, much smaller one with a purple cover. On the title in gold letters it read, "Historical Spells Incantations for the Advanced Unicorn". With his two books Magicon left his room and made his way down the hallway and through entrance hall until he reached a small closest.

Opening the door, Magicon saw that it was empty. Stepping into it and closing the door behind him, Magicon was in complete darkness. Setting his books down on the center the floor Magicon's horn glowed and saw the trigger mechanism on the side of the door. Telekinetically triggering it Magicon felt the floor give way and fall beneath him. It wasn't a rapid freefall, but it would scare unsuspecting ponies. For Magicon it was his unusual commute to his most secret room.

As the unique elevator reached the bottom Magicon set it down gently and, grabbing his books, telekinetically lit the candles in this subterranean basement.

The candles responded and light filled the room. The walls were of rough rock and the floor was composed of a polished stone. The ceiling was twenty feet above him and stalactites hung from its uneven surface. Candles and candelabras were scattered about the room. A few rose towards the ceiling, part of their permanent spell to do so when lit while others simply floated around the room in a circular motion. Still others remained stationary and silently cast their light upon the room.

Wooden tables and chairs lined the walls and bookshelves with old and dusty books accenting them. Magical artifacts, both large and small, were scattered about the room and in the center sat a large black cauldron with a music stand right behind it.

Putting the purple book on a side table and setting the aged book down on the stand, Magicon closed his eyes and inhaled the dusty aroma of the room. Only he and Red-Blood's followers had used this room and it was in this darkness that a few actually succeeded in their missions. But Magicon did not succeed in here. He only used this room for practice and that's what his purpose was now.

Opening his eyes, he headed over to a cabinet and extracted half-a-dozen bottles containing various liquids. Telekinetically starting the fire beneath the cauldron, Magicon poured the liquids into the black abyss, slowly filling it. Opening his book he found the page and began reading the instructions.

Carefully following them, Magicon poured more liquids and a few black and purple what-could-be-called rocks into the cauldron. Within minutes it was three-quarters filled and bubbling, hot steam rising from its surface. It had no aroma but the fire beneath it filled the basement with the smell of smoke, which escaped thanks to a small pipe heading to the surface.

Reading over the incantation, Magicon mumbled the words to himself to make sure they were correct. When he was satisfied he shouted the incantation and the cauldron obeyed, its liquid contents now jumping and dancing to the words.

With a malicious grin, Magicon went to the cabinet once more and pulled out a fragment of a mirror. He saw a tiny reflection of himself and stared at it with cold, unemotional eyes. Dropping it into the solution and saying the final words, the cauldron reacted and the liquid shot up towards the ceiling throwing Magicon back and sending the book flying across the room.

Running for it, Magicon just managed to save it and take a deep breath before looking back at the cauldron. The fire had died down and the liquid had disappeared, leaving only a circular mirror in the cauldron.

Telekinetically lifting it, Magicon saw that it was still steaming from its new creation so he gently set it down on the cold floor. Checking his book to make sure he had done everything correctly, Magicon hoped that the mirror he created would be the right one.

Seeing that it had cooled down Magicon lifted it with his hooves and leaned against the legs of one of the tables. He saw his full reflection in it, clearer than any mirror he had ever used. Even his minor details couldn't be hidden from it.

"Show me the knight," he commanded in his true deep voice. The mirror obeyed and its image no longer showed a reflection but an image of Shining Armor in his cell. He looked cold, disgusting, starving, and chained. He was lying down on the filthy floor, but Magicon was unsure whether he was awake or asleep.

Magicon saw no emotion in Shining Armor, nor did he feel any in himself. Too much bitterness and hatred had come between them. Any love or even likeness for each other that might have been there was now extinguished.

"I don't know what I'm going to do with you, Shining, but it won't be pretty for you oh-so-special stallion."

Satisfied with the image Magicon decided to check up on other ponies to see where they were.

"Show me the princess." With a swirl of magic the image changed to show Princess Cadance with a very worried expression sitting in her chariot.

"Hmm…I wonder where she's going. I haven't heard from her in a few days. Hopefully, everything's alright. Show me the student."

The mirror obeyed and showed Twilight Sparkle and her five friends walking through the snow in some distant forest. They looked a little tired, but they were silent as they kept walking.

"Ah, so they did find her and it looks like they're coming back. Well, good. I'm glad they found her. I can use-"

A new thought suddenly popped into Magicon's head.

"If they return to Canterlot, they're going to ask about Shining Armor. Twilight is Shining's sister; she'll be very concerned and will want the truth from me. It won't be hard lying to her but I can't afford a mishap. If Twilight discovers what happened to Shining she'll not only try to stop me but also free Shining Armor, learn the truth, warn Princess Cadance, and Celestia knows what else. She must not know the truth, or her friends. They're bond is so strong and it can't remain that way. They are the Elements of Harmony, the most powerful objects and ponies in all of Equestria. Though I am convinced the Elements can't be used against normal ponies, I don't want to be the first to test that idea."

Running over to his library, he grabbed a book he knew that would give him answers to his questions about the Elements, "The Elements of Harmony: A Reference Guide".

Skimming through the pages Magicon said, "Let's see, let's see. Ah, here we go. _The Elements of Harmony were created using the most powerful and ancient of magic's: the Magic of Friendship_. Bah! Disgusting! _The magic is so strong that it cannot be destroyed_. Well, that puts a damper on things. But wait a minute, what about separation?"

Flipping through more pages Magicon saw nothing on the subject. "Perfect. The Elements of Harmony may not be destroyed but that doesn't mean their bearers cannot be changed. Memory erasing is too cumbersome and too obvious to do. They memories are never really erased anyway. A petrifaction curse can be overcome with a healing curse and death is too much right now. But permanent separation, that can work. In order for the Elements to work anyway, all of them need to be present. If even one is missing the rest will fail. Perfect. I know exactly what to do from here and it won't require an ounce of magic. It will only take time and keeping a close eye on the six, easy enough when you are the Prince of Equestria. Twilight Sparkle and friends, prepare yourselves for new lives."

He let out a full evil laugh to himself. He had a new goal and a new apprentice who was coming right to him. Everything was turning out to be even more than he ever hoped or dreamed of. He didn't have to make a choice between right and wrong, he could do both. He would do both. He would be both the Prince of Equestria and the Lord of Darkness.


	23. Chapter 22

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 22**

The six continued their march towards home unaware of what had transpired in Canterlot or across Equestria. All they knew was that both princesses were dead, the sun and moon had risen by some unknown power, and that Shining Armor had to return to Canterlot and has remained there. Nopony knew the part that Magicon played, other than the fact that he was now ruling Equestria. They hoped all was well, or at least better than when they had left it in its somber and mournful mood.

"Well girls, today's the day," said Rarity with a mixture of confidence and relief.

"What do you mean?" asked Rainbow Dash.

"I mean that we're almost finished. We should be at the train station within a few miles."

"Oh, that's nice," said Fluttershy.

"Nice? That's sweet! We should celebrate. Maybe give the reader's a party or something?" asked Pinkie Pie excitedly.

"Pinkie, we still gotta train ta catch," reminded Applejack.

"We don't even know when it'll come," said Rainbow.

"We'll just have to wait for one then," said Rarity.

Turning towards Twilight Applejack asked, "Ya' okay, sugarcube."

"I don't know, Applejack," she replied meekly.

"What's troublin' ya'?"

"Just this whole thing. I mean how I got here, how you all had to look for me, how it even happened in the first place."

"Now listen here, Twilight. Ah may not be the smartest pony 'round but Ah believe that everythin' happens for a reason. Ah don't know what the reason was for this whole adventure but Ah'm sure we'll figure it out in time."

"Yeah, Twilight. You're the smartest mare I know. If anypony can figure out the rhyme or reason behind something, it's you," said Rainbow.

"Yeah…I guess."

"You've been so quiet, Twilight, you're even beating my own record," commented Fluttershy.

"Fluttershy darling, I don't think anypony can beat your record," complimented Rarity causing Fluttershy to blush.

"Anyway, like Ah was sayin', ya' just gotta be strong, Twilight. It won't be easy but we'll be there for ya' whenever ya' need help."

"Applejack, how am I going to improve my magic without a teacher?"

Applejack's ears dropped and she regretted, "Ah don't know, sugar. But ya' shouldn't let me stop ya'. Ya' will find a way, Ah know it."

"Who am I going to right letters to every Tuesday?"

"You'll figure something out, Twilight. You've succeeded in every task I can remember," assured Rainbow.

"I'm afraid I won't succeed in this task."

"What makes you say that?" asked Fluttershy.

"Because I won't have a princess to go to for help. She taught me everything I know, including you guys and our friendship. I wasn't ready to see her go and I never expected it to happen during my lifetime."

"Twilight, you've learned so much about everything not just because of the princess. You learned a lot on your own, including the magic of friendship," said Rarity.

"And none of us were really ready to see Celestia go. She's been in Equestria for like, ever," added Pinkie.

"We were just as shocked by it as ya' were and even more so now with Luna bein' gone and all," finished Applejack.

Twilight didn't say anything for a while and didn't make eye contact with any of the girls as they continued walking. She contemplated her friend's words, their implications, and reflected on them. Celestia had been a second mother to her and she had loved her. She had always expected herself to go first, not Celestia. And Princess Luna too. Twilight had not only saved Princess Luna from her nightmare form thanks to the Elements of Harmony but also helped her adjust to modern society. Both were like family to her and now they were both gone.

'I suppose that's the consequence of having family, you always have something to lose. I will miss them, but my friends are right. I can't just keep reflecting on this and holding it against me. I need to be stronger. This wound is a large one but it will heal in time. Everypony experiences loss on this level and they all turn out fine and I'll turn out fine. Right?'

"Umm…girls?"

"Yes, Twilight?" answered Applejack.

"Do you think I'll turn out 'fine'?"

"What do you mean?" asked Fluttershy.

"I mean, will I be okay after all of this. Am I going to become a deranged or mentally unstable pony? You saw what I was like back in the cave and I don't want to slip back into that or worse."

"Twilight, we're not going to let that happen. We're going to be with you until the very end. We're your friends and we're not letting you go back to they way you were," said Rarity.

"We understand it's hard, sugarcube, but runnin' away from your problems ain't gonna solve nothin'. Ya' need to stand up and fight 'em and we'll be here ta help ya' the whole entire way," assured Applejack.

"Look how far we came for you," added Rainbow Dash. "We're willing to do anything for you, Twilight,"

"You're right, girls."

"You're just scared," said Pinkie. "There's nothing to be afraid of. You are strong, Twilight, and you're not going to stop yourself from fighting and doing what's right."

"Yeah, I guess."

"Not confident, eh?" asked Applejack.

"Not really. I…I…"

"What is it, sugarcube?"

"I just want everything to return to normal."

The girls were silent for some minutes as they realized the hard truth.

"Listen, Twi, Ah hate ta put this bluntly, but we're never gonna return ta the old normal," lamented Applejack. "It's just not gonna happen. We lost our dear princesses. That means no letters ta them, from any of us, and no lessons ta learn from 'em. Ah'm sorry that hurts, but it's the truth."

"What Applejack means, darling, is that life is constantly changing and the best ponies are the ones who can accept the change and move on from it," doubled Rarity with a quick scold towards Applejack.

"I don't know if I can change," said Twilight.

"Twilight, you've already accepted the hard truth," said Rainbow.

"But only after you guys came to visit me."

"What else do you want to do?" asked Fluttershy.

"I don't know, just something."

"A party?" asked Pinkie.

"No, not that."

"Then what?"

"…I need to see my brother and Cadance. That'll help a lot."

"We're doing that as soon as we get to Canterlot," said Rarity.

"Hey girls, look," said Rainbow Dash now flying above them and pointing to the lonely train station just in the distance.

"Finally," thanked Rarity. "Now I can rest my hooves. They've been killing me."

"Ah'm sure glad this whole expedition is over," relieved Applejack.

"I think we all are," said Fluttershy.

"Well, we better get on the platform and wait for the next train. Celestia knows how long we'll be waiting," said Pinkie.

The girls quickened their pace and were standing on the platform in a matter of minutes and waited. It was warmer and the air was breathable unlike the higher elevations of the mountains. Gazing back at the mountains, Twilight looked over in astonishment.

"We came from over there?" she asked gesturing towards the mountains.

"Eeyup," responded Applejack.

"I'm shocked."

"I'm amazed how we did it in such a short time and not in great conditions either," said Rarity.

"Well, it's all over now," finished Fluttershy.

"Now all we have to do is head to Canterlot, check up on everything and see Shining Armor and Princess Cadance and then we can go back to Ponyville," said Pinkie.

"Oh, I hope I didn't lose too much business with me being gone," worried Rarity.

"Ah'm sure ya' did fine," reassured Applejack.

"At least this happened after Winter Wrap-Up, I couldn't imagine how much more stressed we would be if this happened before that," said Fluttershy.

"Thank Celestia for that," thanked Rainbow Dash.

"Girls, tell me, did Princess Celestia have a nice funeral?" asked Twilight.

"Oh course she did. It was the most elaborate funeral I had ever seen," remarked Rarity.

"She's in peace now, wherever she is," said Fluttershy.

"And Princess Luna is too," added Pinkie.

"Equestria will be very different without them," said Twilight.

"That's change for ya'," Applejack stated.

"Yeah, change…"

"I know it's hard for you right now, Twilight, but look on the bright side. You still have Spike, us, your brother, Princess Cadance, and all on Ponyville that's got your back," assured Pinkie.

"You're not alone, Twilight," said Rainbow Dash.

"We'll always be there for you," reassured Fluttershy.

"You girls are way too kind to me," said Twilight.

"There is no such thing as too much kindness."

"We're your friends, Twilight. We've battled Nightmare Moon, Discord, and countless other enemies and challenges and succeeded in every one of them. We're not letting this one stop us either," said Rainbow Dash confidently.

"You guys really are the best friend a pony could ask for," thanked Twilight with a small smile as she hugged the girls who affectionately returned the hug.

Just then, they heard the distant whistle of a train and through the blue sky could see the gray smoke of the steam locomotive coming from the Griffon Kingdoms. Preparing to board, Rarity removed some of their winter garments and thrust them into her bag as the train approached the platform. Only hours, not days, separated them from Canterlot, Shining Armor, Princess Cadance, and healing the wounds of old and accept the new.

* * *

"Do you have everything?" asked Littlemore.

"Yes, I think so," answered Magicon.

The four of them were standing outside as Trim Tam readied the chariot for Magicon's departure.

"I hope you like the mended cape," said Fresh Mint.

"Oh, very much so. Thank you," said Magicon as he telekinetically tied it around himself. It was perfect for him and he once again felt power, pride, and safety wearing it.

"So, this is good-bye," regretted Garden Hedge.

"I'm afraid so."

"Please do write," advised Fresh.

"I will."

"Don't overwork and overstress yourself," advised Littlemore.

"I'll try not to."

"Remember, if you ever feel you need to talk or need help with something, don't hesitate to come to us. We'll be here for you."

"I know and thank you guys so much."

"No need to thank us. We're always here for you," said Fresh.

"You're a good stallion, Magicon. You'll do great things for Equestria," hoped Garden.

"I intend to."

Trim arrived with the chariot in tow and the pegasi guards hitched themselves onto the front on it. Magicon wondered where they stayed but frankly didn't care all that much.

"I wish I could stay longer," he regretted.

"We wish you could too," responded Littlemore. "But unfortunately your duty to Equestria calls and that's your main responsibility."

"Let's hope I don't screw up."

"Magicon, in all the years that I've known you, you haven't screwed up."

"If only that were true," Magicon mumbled under his breath.

"Pardon?"

"Oh, nothing."

The servants made a few, quick side glances to each other but ultimately shrugged and carried on.

"Well, you better get going," gestured Garden.

"Yeah," responded Magicon.

"Don't forget about us," reminded Fresh.

"How could I forget about the ponies who are like family to me?"

They all smiled as Trim approached the group. "You're chariot awaits you, sir."

"Thank you, Trim. Well, I better go. Thank you all so much for everything."

"Hush, hush Magicon," quieted Fresh. "No 'thank you's' are necessary."

"I know, but it's still the kind and right thing to do."

"Come on, you better go," said Littlemore placing Magicon's suitcase on the chariot. "I don't know how long the journey will take so we better not waste your time."

"Nothing you guys could do would waste my time."

"Alright, then, are you all set?" asked Garden.

"Yup. Good-bye guys and thank you."

"You're welcome," they responded as they all hugged Magicon in a warm embrace. It was always difficult for him to say good-bye from his home and the people who made it feel that way.

Boarding the chariot, the pegasi quickly took off and Magicon waved back at his servants who returned the gesture. He continued waving until he lost sight of them behind the tree line. It wouldn't take too long to reach Canterlot and Magicon had to get back. Tomorrow was the beginning of a new week and he would start divulging in his new policies. From revisions, to additions, to substitutions, to implementation; all would occur starting this week and continuing onwards for Celestia knows how long.

As he sat on the chariot, Magicon only imagined how many times Celestia had used this chariot for her royal duties. He felt disgusted by the fact he was using her things but that would change. He would have a new chariot built; one that suited him and not the old sun princess. He would send hers to the Canterlot Museum where it would be a permanent display about the greatness of regality of Celestia.

"Disgusting," Magicon whispered making sure that the guards couldn't hear him. Even if they did, they wouldn't be able to comment on it, thanks to their duty of maintaining silence.

Gazing over the side of the chariot, Magicon admired the Equestrian countryside beneath him. Brown fields, small homes, and parched grass surfaced the landscape, all silently enjoying the beginnings of spring. Some of the trees were starting to show little red buds on the tips of their branches, where the green leaves would spring from. Some flowers had already risen from the ground but Magicon couldn't discern any at his height. The forests were still mostly barren but were livelier than they were in the dead of winter. The scenery was ignorant of the new ruler and continued on with the natural cycle, as it did for millenniums.

Yet to Magicon, this beautiful landscape was his. All of Equestria was his. He had only just begun his impact on changing Equestria for the better. Tomorrow would begin the real process. Introducing ideas was not enough, applying them and putting those ideas into real change would be the challenge.

He could see the distant spires of the palace and the city on the mountainside growing larger. He didn't know how long he had been on the chariot, nor did he really know what he thought about. It didn't matter, though. His city was before him and he would be in control of Equestria for the rest of his life. It was good to be the Prince.

Touching down outside the palace, Magicon's chariot was quickly attended to by the palace servants while he took his suitcase back to his bedroom. Arriving there, Magicon saw that it had been completely repaired. Furniture was mended, new sheets laid, and no fires were burning. There was not a single physical trace of his duel with Shining. The only trace that existed was the mental one that remained permanently infused in his memories but he didn't worry about that now.

Placing his suitcase on the bed, Magicon removed the contents to their respective places with the exception of the book. He stared at its worn cover as he talked to himself.

"Putting it under the bed is too risky. If Shining Armor was to ever escape he would come for me and try to either destroy or remove the book. Since he knows where it was hidden, it wouldn't be a good idea to out back in the same place. I must find a new place. Hmm…where? Where, oh where, can a dangerous book go safely?"

He circled the room examining the furniture, the ceiling, the chandelier, and the carpet.

"None of these are suitable locations; then again hiding it under the bed wasn't exactly the safest place either. I guess I have to hide it somewhere in one of the pieces of furniture."

As he approached a dresser the bookshelf caught his eye. Trotting over to it Magicon made a very useful observation of it.

"These books on this bookcase are set way too far back. If I pull them forward like this, there is…just enough room to fit the ancient book back there. Perfect! Though it may not be the best spot, nopony will have any interest in my books and now they can't even see the book unless they pull all of the books out. Highly unlikely. It'll be safe here."

Satisfied with his location, Magicon went to his closet and checked to see if his effects were still there. They were; untouched by the spells and fires of the duel. Magicon let out a relieved sigh as he heard a knock on the door.

Answering it, Magicon saw a stallion servant before him.

"Greetings, your highness. I have some information for you."

"What?"

"Princess Cadance would like to speak with you immediately in her private study."

"Princess Cadance? When did she arrive? I thought she was on a weeks-long morale tour of Equestria."

"She was, sir. She arrived only two hours before you did, looking very worried. According to her, the recent events surrounding Princess Luna have prompted her immediate return."

"Oh…I see. Well, tell her I will be with her in a few minutes."

"Very good, sir."

The stallion left as Magicon closed the door.

"Princess Cadance here? Now? I thought I told her about Luna. Didn't I write to her? I'm sure I did, but who knows. I was so busy after Luna was discovered. There was just so much to do between worrying about her and the investigation and assuming the throne and maintaining peace and stability in Equestria. I just honestly can't remember. Well, I'll see what she's doing here and what's going on with her."

Quickly making his way down to her study, Magicon knew that the servants were gossiping about him and Cadance's sudden arrival. Nopony had expected her in a few weeks and now her presence demanded attention. Attention that required Magicon's as well.

Arriving at her study Magicon knocked and heard a "come in" from behind the door. Opening it Magicon saw Cadance sitting right before him her face worried and eyes watery. Magicon could tell that she had experienced the initial emotions already: shock, misunderstanding, disbelief, horror, and desperation. He expected that she wanted answers and he would give her them, so long as it didn't interfere with his plans.

"Hello, Magicon," said Cadance her voice showing some crackle from her recent sobbing.

"Hi, Cadance," Magicon replied a tad nervously as he slowly sat down in front of her. This wasn't going to be easy or comfortable for him at all.

"You might be wondering why I am here so soon."

"I heard that Luna's death was the reason prompting your immediate return."

"Yes, it was. Do you want to know how I found out?"

"From your husband?"

"No. I found out from regular ponies. When I was in a small village they informed me. I got no notification, no letter, no messenger; nothing from Canterlot!"

"Are you sure?"

"Does this face look unsure to you?"

"Err…no. Alright, so I never sent you a letter, my fault. I am sorry, Princess Cadance."

"And another thing, where is my husband?"

"You mean you don't know?"

"Well, I do. He left with Twilight Sparkle's friends in search of her. You mean they haven't returned?"

"That is correct, princess."

"Wow. I thought they would be back by now."

"I'm afraid they aren't and they haven't sent any letters or correspondences to me."

Cadance was silent for a few moments. "I suppose that makes sense."

"Look, Cadance, I know you are extremely emotional-"

"Extreme is an understatement. Do you know how it felt to hear about Princess Luna's death from local villagers and gossipers? Do you realize how devastating it was to hear that she gave up and hung herself? Do you realize how bad it is for me being the only alicorn left in all of Equestria?!"

"I…I don't."

"Oh course you don't! You've been too busy with affairs of the state. Did you even have a funeral for Luna?"

"Yes, we did; a small one. It's what she would've wanted."

"Well, that's good. But why didn't you tell me?"

"To be honest, Cadance, I don't even know. I sent a letter for Shining Armor but he never returned it or appeared. My guess is the letter was lost on its way to him and he has no knowledge of Princess Luna's death."

"Maybe. Magicon?"

"Yes?"

"Where were you when I first arrived? The servants said you weren't in Canterlot, taking some sort of personal weekend or something."

"Ah, yes. I was at my private estate."

"You have a private estate?"

"Bequeathed to me through a will of a good friend and teacher along with the money to maintain it."

"Oh, well then, good for you, I guess."

"Did you not expect me to have something like that?"

"Not at all."

Magicon chuckled. "Yes, well nopony would. I like to keep it private."

"So it seems. But anyway, why did you take a personal weekend?"

"For the same reasons as you. I needed to get away from the death and tragedy here in Canterlot. I needed to relax and give sometime to myself."

"Magicon, I left Canterlot to help boost morale for Equestria, not pleasure myself."

"Right, right, sorry. Well, I hope you understand."

"I do. It's not your fault that I suddenly came back to Canterlot. After all, I wasn't expected back for a few weeks. You figured you could do all you could and needed to relax and prepare yourself for the workload ahead."

"Exactly. Thanks for understanding, Cadance."

"Thank you for being open with me."

"So what do you plan to do next?"

"I'm really not sure. I don't know if I should go on a morale tour again or if I should stay here and help you."

Magicon paused and weighed the options. "If you go, Cadance, you won't be here when Shining Armor, Twilight Sparkle, and their friends return."

"I know and that's what leaning me towards staying here. But what use could I be to you?"

"I'm not sure yet, Cadance. Frankly, I haven't planned that far yet."

"I understand. I'm sure you'll figure something out."

"Thank you for your patience."

"It's no trouble. Thank you for your time, Magicon."

"You're welcome, Cadence."

They hugged briefly before Magicon rose and left Cadance. Softly closing the door behind him, Magicon took a deep breath. He began slowly walking back to his room, talking to himself the entire way.

"Well that went alright. I certainly didn't expect to see her and now that she's staying I'll have to do everything in my power to prevent her from discovering the truth about Shining Armor. The servants won't tell her unless she asks and she trusts me. She will believe my word over the servants anyway. But on top of everything else I now have Cadance on my hooves. I need to find something important for her to do, something that will keep her under my eye but also keep her busy. I don't know what yet but something will arise. I am confident of that.

"And what of Twilight Sparkle and her friends? Did they find her? Where are they? What do they know? Will they even return? Oh, I don't have any answers and I really wish I had them. My plans revolve around their separation. I hope they found her. That's all I can really do right now, hope."

While Magicon hoped and pondered the answers to his questions, a single train arrived in Canterlot from Northern Equestria carrying six close and very powerful friends.


	24. Chapter 23

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 23**

When the six arrived in Canterlot, they were relieved to see the city had done away with its black mourning banners and ribbons. Life appeared to be back to normal, if normal was the word that described Equestria without the princesses. For the six, especially Twilight, life would never truly be normal ever again. Something would always be missing. There would always be one tiny hole that would never be refilled or repaired. Unlike cement or mortar which could patch a leak in a dam or a hole in the wall, there was no substance or emotion that could repair a hole in the soul. Time could heal most things but it may not be able to heal this. Only time would tell.

The girls made their way through the station towards the main boulevard. Most stores were closed and traffic was light since it was Sunday. Ponies were out enjoying the afternoon sun before the chill came back with the night.

Inhaling the smell of the clean, yet somewhat flowery air, Rarity remarked, "It certainly is good to be back in Canterlot."

"You like it here?" asked Rainbow Dash. "It's so closed-minded and cramped."

"Silly Dashie, Rarity loves Canterlot more than anything," teased Pinkie with a quick noogie to Rainbow's head.

"I do love Canterlot, but I like a few things more," said Rarity. "My sister, my boutique, Opal, and you girls."

"You see, Rainbow Dash," stated Fluttershy, "Rarity does care about the things that matter most: family and friends."

"Speakin' of family, why don't we get started with that? It's what we came 'ere for," said Applejack.

"Are you okay, Twilight?" asked Pinkie noticing Twilight's silence and her vacant expression.

"Umm…yeah, fine," answered Twilight somewhat hazily.

"You okay, Twilight?" asked Rainbow.

"I'm just tired that's all."

"Should we wait until tomorrow to visit your brother?" asked Fluttershy.

"No, I should see him."

"It's alright if you wait, darling. Your brother loves you, he'll completely understand," assured Rarity.

"What about your parents?" asked Pinkie.

"I don't think they even knew I ran away. I mean we saw them when we first came here for Celestia's…you know, but I don't think they ever knew."

"And ya' don't wanna put unnecessary stress on 'em?"

"No, I really don't."

"Then, that's no big deal," said Rainbow.

"How about we just go over to the Palace and meet with Magicon? I'm sure he's been worried about us and it won't be emotional," suggested Rarity.

"You know, that's not a bad idea actually," responded Twilight.

"Then let's get our flanks skipping," said Pinkie as she jumped on to the sidewalk and began skipping towards the palace.

"Come on, girls, we better not lose another one in our group," said Rainbow flying above them and following Pinkie at a slower pace, just enough to keep an eye on her.

The other four followed her lead and slowly walked along the sidewalk towards the palace. Twilight kept her head low and avoided eye contact with everypony, including her friends. The three still worried about her but hoped everything would turn out alright.

Arriving at the gates of the palace the girls were relieved to see that the mourning had ended here too. The silver, gold, and white of the palace glistened brightly as ever in the afternoon sun, truly immortalizing the symbol of the Government of Equestria. Approaching the iron gates they saw Rainbow hovering over Pinkie who was a little jumpy, trying to wait for them.

"Glad to see ya'll waited for us," said Applejack as they approached the two ponies.

"We wouldn't go inside without you anyway," responded Rainbow.

"Well, now can we go in?" asked Pinkie excitedly.

"Pinkie darling, I don't why you're so excited to get inside? We've been in here numerous times," stated Rarity.

"I know but this time Magicon is in charge and I want to see what he's done with the place."

"I don't think he's changed much given that Luna died less than a week ago," said Fluttershy with full regret in her voice.

"We'll just have to find out," said Rainbow as she approached the gate.

"Who goes there?" yelled a guard from the nearby guard station.

"Twilight Sparkle and her friends," answered Rainbow Dash as the guard approached the gate.

"What is your purpose here?"

"To speak with Magicon."

The guard paused a moment before looking back at the girls.

"I do not know his plans and have no orders to keep out anypony and given that you've been missing for a while, Miss Twilight Sparkle, I see no harm in letting you in."

"I'm not Twilight Sparkle," said Rainbow. "She is," pointing towards Twilight.

"Oh, I'm so sorry, miss…"

"Dash. Rainbow Dash."

"Yes, Miss Dash. Once again, a thousand apologies. I'll let you in right away."

He slid the key into the lock on the side and the gates immediately thrust open. The girls entered and the gates closed behind them. The guard returned to his station and the girls walked up the driveway past the gardens, which had yet to bloom, into the entrance hall.

A servant pony walked up to them and asked, "May I help you?"

"We wish to speak with Magicon immediately," said Rarity.

"Tell him the Elements of Harmony have arrived," added Twilight.

"Very good madams. I will let him know right away." He whizzed away into the heart of the palace and the girls were escorted into the throne room. It looked the same as when they had left it, minus the black drapes and flowers that had mourned the loss of Princess Celestia. Now the hall was in its original glory with the bright clear windows, some with stained glass, the spotless velvet carpet over the polished marble, and the graceful columns soaring to the arched ceiling. Everything in the hall evoked grandeur, regality, and opulence. No wonder why the nobles loved to hand out here.

But something was different about the room and Pinkie was the first to notice it.

"Girls look," she exclaimed pointing towards the few steps that climbed to the thrones. Indeed she was right. Instead of two thrones, one in solar yellow and one in midnight blue, a single black, gold, and velvet throne sat where the two used to be.

"I told you he had changed something," she commented.

"You're definitely right, Pinkie," remarked Rainbow Dash.

"What kind of taste in furniture does he have?" asked Rarity. "I mean, the dark and gothic throne does not match the glittering white of this hall. It really belongs in some old and creepy castle."

"Maybe he's getting ready for Nightmare Night?" suggested Pinkie.

"Or maybe dark objects are his thing?" suggested Applejack more realistically.

"Whatever suits his fancy, it's just a chair," said Rainbow.

"Oh no, Rainbow, it's more than just a chair. It is a throne: a symbol of power and nobility. The pony that sits in the throne has immense power and immense responsibility to rule Equestria," Rarity stated.

"Yeah, yeah, whatever."

"Well, umm…it is a little scary," remarked Fluttershy.

"In a way, kinda," agreed Pinkie.

"Sugarcube, your thoughts on that there chair?"

Twilight, who had not raised her head to examine the chair, finally did so and her eyes nearly fell out of their sockets by what she saw. She screamed and fell over backwards much to the panic of her friends who rushed to her.

"Twilight!"

"What's wrong?"

"Are ya' hurt?"

"What happened?"

"Can you hear me?"

After getting back on to her hooves Twilight put a hoof to her head and lightly shook it.

"Yeah, I'm alright. It's just I've seen that chair in a book on ancient magical artifacts before. The book said it was the Supremacy Throne."

"The what?"

"The Supremacy Throne. A throne designed to enhance the magical power of the pony who rightfully claims it. It also prevents others from sitting in it. If the chair likes the sitter it will only let that pony sit in it. It was said to be solely used by the Lord of Trottingham to prevent other ponies from usurping his throne. He eventually died and Trottingham ended its system of lords. The chair disappeared shortly after his death and was never seen again. How Magicon found it is beyond my comprehension."

"You are correct, Twilight Sparkle," said a voice to their right. Turning in the direction of the voice the girls saw Magicon, wearing his dark blue cape, standing at the end of a hallway leading into the Throne Room. He walked briskly up the steps to the throne but remained standing beside it.

"This throne was given to me by a museum curator in Manehattan who obviously did not know what he had on his hooves. Poor pony."

"Magicon, we are glad to see you," greeted Rarity.

"As am I," he responded as he climbed down the steps and walked up to the girls. "I see you were successful in your mission, even when I had to pull Shining Armor from your journey. I am very sorry about that."

"Is everything alright? Is Princess Luna really…you know?" asked Fluttershy.

"I'm afraid so. We held a very small funeral for her. She never would've wanted a big funeral so it was just me and a few of her close friends."

"So, where does that leave us?" asked Rainbow.

"Well, you may or may not know, I am in charge of Equestria now."

"Shining Armor told us that," said Applejack.

"By the way, where is he?" asked Pinkie.

"I'm afraid Shining Armor was drawn away from Equestria after Luna's funeral. He won't be back for quite some time."

"You mean, he's not here?" asked Twilight suddenly on the verge of tears.

Magicon shook his head and put a hoof on Twilight's shoulder. "There, there, Twilight Sparkle. You'll get through this. You have your friends who rescued you and they'll rescue again."

"It's not my friends that are the issue. It's my brother. He abandoned the search for me and just left my friends to fend for themselves and find me and now when I come back to see him, he's gone again. It's not fair."

"Twilight, Shining Armor didn't abandon ya'," comforted Applejack.

"She's right. I had to call Shining Armor back. It was a national crisis and I needed my Captain of the Royal Guard in Canterlot immediately to deal with this. He came and dealt it with the upmost satisfaction. Then he was called to meet with the highest military generals from Equestria and surrounding countries for various conferences. He had to go so that he may learn about other lands and come back with the knowledge to make all of us safe.

"I know it's hard for you, Twilight Sparkle, but you must have faith in me and your brother to do the right thing for Equestria."

"Th…thank you," whimpered Twilight.

"You're quite welcome. Now, girls, I'm sure you've had a long journey and are probably famished. Why don't you come with me and we'll have the finest dinner in Canterlot and you can tell me about your exciting adventure?"

"That would be absolutely brilliant," remarked Rarity. "I mean, if that's alright with the rest of my friends."

"No objections here," responded Rainbow.

"I like food and good stories," said Pinkie happily.

"I'm okay with it if everypony else is," uttered Fluttershy.

"Ah'll go if ya' feel up to it, sugarcube," stated Applejack.

"I'll…I'll do it," said Twilight quietly.

"Don't think I'm pressuring you into this. If you don't feel up to it, go and rest. I have many rooms available for you to sleep in, Twilight Sparkle."

"No, that's alright, Magicon. Thank you. I'll come to dinner. Maybe some good food will help me."

"That's the spirit."

Magicon led the girls to the Dining Hall as the sun began to set over the horizon. He didn't expect them to be back so soon and he had much to ask them. Many things were riding on these girls and his plans would succeed or fail depending on what they knew and how they knew it. He would have to know everything and plan carefully. His rule was not going to be stopped by some group of twenty-year-olds. He was sure of that.

* * *

Magicon could lie about many things, but when it came to the food, Magicon was completely right. It had been delicious and scrumptious, full of savory flavors and mouth-watering tastes. The girls enjoyed it even more than they had hoped. The topic of conversation was mostly them describing their adventure to Magicon who silently ate and listened. Towards the later half, Magicon filled them in on what occurred in Canterlot. By the time dessert was finished, two hours had already passed amongst the seven ponies.

"And that brings me right up to present," concluded Magicon as he wiped his cheeks.

"Quite a story," remarked Rarity.

"It wasn't fun, believe me."

"So, Princess Cadance is back?" asked Twilight

"Unexpectedly, but yes. Shall I send for her?"

"If it's not too much trouble, please."

"Certainly." Gesturing towards one of the servants Magicon said, "Send for Princess Cadance immediately."

"Yes, sir."

As the servant left to get the princess the girls rested, their stomachs overflowing with food.

"Well, Magicon, that was delicious. Ah haven't had that much good food since the Apple Family reunin'," complimented Applejack.

"You're very welcome. I'm glad this food is not being wasted."

"I have a question," said Pinkie. "Why did you change thrones and now use that scary one? Where's the princesses thrones?"

"Their thrones are being polished and cleaned and will be on display in the Canterlot Museum. As for me, let me first tell you that the magic in the Supremacy Throne has worn off. There's almost no magic left in it. The reason I chose it was because I wanted something unique and unlike any other throne in Equestria. The Supremacy Throne did just that. I couldn't use Princess Celestia's or Princess Luna's thrones. They were theirs, for them only, and I want to preserve their honor and sacrifice to Equestria by not ruining them with my usage. That's why I have my own."

"Okey dokey lokey," said Pinkie.

"Any other questions?"

"Umm…Magicon…sir, what are you going to do next?" asked Fluttershy.

"Well, changing Equestria for the better. Modernizing it, moving it forward, and helping millions of ponies."

"You will continue the princess's legacy, correct?" asked Rarity.

"You don't see me banishing the court, do you?" Magicon teased. "No, though I am not royalty by blood, I do bear a title: the Prince of Equestria. But you all can still call me Magicon."

"That's mighty kind of ya' and that's a mighty fine title ya' got," said Applejack.

"Why, thank you."

"Yeah, yeah, royal titles and all that, let's do something worthwhile," said Rainbow.

"Rainbow!" scolded Rarity.

"What?"

"You should show respect to Magicon. He rules you now."

"Nopony rules me except me, myself, and I."

"It's quite alright, Rarity. Rainbow Dash is a very independent mare. There's nothing wrong with that," said Magicon.

There was a knock on the door and Princess Cadance entered. "You wanted to see me Ma-". She stopped herself as she saw the six girls seated around him. Her eyes widened, her jaw dropped as she stood their motionless taking it all them. Twilight looked over, saw her, rose, and ran towards her. She jumped onto Cadance and hugged her causing the alicorn to collapse.

"I…missed you…Cadance."

"I missed you too, Twilight."

The two of them lay in each others hooves, tears in both of their eyes as they hugged each other.

"Ain't that just the sweetest thing," commented Applejack looking over at the two.

"Indeed," said Fluttershy.

"I'm about to burst into tears of joy," remarked Pinkie.

"It's nice," said Fluttershy quietly.

After a few moments, Magicon said "Ahem" to the two mares who blushed, rose and sat down at the table. Twilight looked much happier than she had been, relieving many of their friends.

"So, Princess Cadance is back and you six are back. All we need is Shining Armor and we're as close to normal as we'll get."

"Do you know when he'll be back?" asked Twilight.

Magicon shook his head. "When he writes, I'll respond giving him a full update on all of your arrivals."

"That's very kind of you, Magicon. Thank you," thanked Cadance.

"It's the least I can do. Now, if you all don't mind, why don't we continue this conversation in my study?"

"Actually, can we use mine? I've been using it and it's been rather lonely."

"Certainly. Cadance, you take the girls to your study, I need to take care of one small matter before I join you."

"Sure."

Cadance rose with the girls alongside her as they left the Dining Hall and walked down the halls. Once they were out of hearing from the Dining Room, Twilight asked Cadance,

"So, you don't know where he is either?"

"Not in the slightest. Magicon gave me the same story that he probably gave you."

"That he's at some sort of military conference outside of Equestria?"

Cadance nodded and Twilight sighed.

"Don't worry, Twilight. If I know my husband, he will write and keep in contact. He'll want to know what's going on and Magicon will inform him. I trust both of those stallions."

"I do, but every time I want to see Shining Armor something involving his duty gets in the way. It's like he puts his duty before family."

"Twilight Sparkle!" scolded Cadance. "If that were true, I would not have married the pony that is your bother. He is loyal and loving to his family. He has always been honest and dedicated in his duties to me and you as well as to his job. He has managed them both for two years without difficulty. This is just a small bump in the road, it will pass."

They reached Cadance's study and they all entered, ready to share their stories once again and speculate about Shining Armor, Magicon, and Equestria.

* * *

Once the girls were out of earshot, Magicon rose and motioned the two guards at the doorway to follow him. He had one goal in mind and one pony to share it with. He walked briskly through the torchlight of the hallways with the two guards in tow. Turning down a small hallway, Magicon stopped when he arrived at a large steel door. Motioning for the guards to open it, Magicon quickly entered and flew down the circular stone stairs, his hoofsteps echoing against the stone walls, and his cape flying in the wind behind him.

Once he reached the bottom, he wasted no time in passing the night guards in the dark hallway who saluted him as he rushed past. He only stopped when he reached a special cell guarded by two of Luna's former guards.

"Open it," Magicon ordered. The guards did so and the glow of torches flooded the dark, damp, and disgusting chamber. Magicon walked slowly inside, waiting a few moments for his eyes to adjust to the darkness. The door closed behind him but the window was open, allowing some light to penetrate the darkness.

Yet even in this black Magicon could make out the dirty white figure of a stallion, chained to the corner, unmoving but slowly breathing. His cerulean eyes were remorseless as they gazed upon Magicon.

"What do you want?" he mumbled his voice hoarse and cracked as he spoke.

"What? No 'hello'? No 'how's it going' being undivided Ruler of Equestria?" Magicon teased.

Shining Armor made a few grunting sounds and attempted to get up, but was restrained by the heavy chains.

"Do you know how long you've been down here?"

Shining made no response, other than his slow breathing.

"No idea? Well, allow me to inform you. You've been down here for a while and you look disgusting. When you get out of here, you're going to need a bath. Oh wait, you're never getting out of here!"

"You're a sick bastard, you know that?" hissed Shining.

"I'm _your_ sick bastard."

"You are nothing to me."

"Oh really? Then if I am nothing then the information I possess means nothing as well?"

Again, Shining made no response as he sat in the filth of the cell.

"Would you like to know the information?"

"Why bother? It's not like you can do anymore damage than you've already done."

"Oh, believe me Shining, I can do much more." He paused. "What if I told you a certain pony of yours was back in Canterlot alive and well?"

Shining's eyes flipped up and his eyes stared at Magicon, desperately wanting an answer.

"Twilly's back?"

"That is correct, and might I say she would make one fine apprentice and possibly more," he smiled at Shining.

"Don't lay a hoof on my sister."

"Oh, how about a pair of lips instead?"

"No!" yelled Shining as he jumped up and struggled with all of his might to cast a spell at Magicon and break free. After a few minutes of struggling, he fell back, bitterly defeated by the iron that held him.

"If you do anything to my sister, I'll murder you and smash you into oblivion!"

"Such bold words coming from a stallion who can't even break free from a simple prison."

"I swear, Magicon, I will get out of here and I will destroy you!"

"No, I don't think you will. You see, we wouldn't want anything to happen to your _wife_ now, would we?"

Magicon's horn glowed and a live image of Cadance appeared. She was seated in her candlelit study with the six girls surrounding her. From the looks of the image she was narrating her story to them. Shining Armor gazed at the image and tears fell from his eyes as he saw his beautiful wife. He had cheated on her and now he felt so ashamed by it and deep down he knew it was his fault. Magicon had hesitated but he pushed him over the edge. He stretched out his hoof to reach her but the image dispersed as his hoof neared it.

"You won't be able lay your hooves on that alicorn ever again," hissed Magicon.

"Wh…why, Magicon?"

"She's an unnatural creature to Equestria. She should've never been born to begin with and you were so stupid to fall for her and marry her when you could've had _me_."

"Magicon…nopony would ever want you."

"You did."

The words stung at Shining and his closed his watery eyes, refusing to make eye contact with the disgusting stallion before him.

"Now, here's the deal, Shining. You're going to stay down here until whenever I decide to release you. When that day occurs you will neither talk, nor write, nor show anypony or any creature what transpired between you and me after your arrival in Canterlot following Luna's death. Nopony besides us will ever know what truly happened and you will forget about why you are down here and what you did. In exchange, I will spare your wife from torture and death."

"I won't make any deal with you, Magicon."

"Oh, well then. I guess you can rot in here for the rest of your life and your wife can die tonight then," boasted Magicon as he turned around and began to head towards the cell door.

"Wait."

Turning around, Magicon saw that Shining was on all fours, but could see his legs were wobbly from malnourishment and exhaustion.

"I'll…I'll…do it."

"Now, that's my Shining Armor. Good things come to those who obey the rules." Magicon walked back over and ruffled Shining's mane to exaggerate his words.

"Just go," hissed Shining.

"Very well, then. Enjoy your time with those mental images, Shining Armor."

Magicon laughed as he exited the cell, closed the door, and took one last look at Shining Armor. He was sitting looking at the opposite wall, his head up, lost in a memory. Satisfied, Magicon shut the window and left the dungeons and their lonely prisoner for the night.


	25. Chapter 24

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 24**

The start of Magicon's full first week as Ruler began with a rush. Thrust into full ruling mode, Magicon not only had to attend meetings, but also socialize with the snobby nobles and preserve the peace in Equestria. His plans and ideas had widely circulated around Canterlot and many scoffed at them.

"They're ludicrous, Magicon, simply ludicrous."

"You'll never get these ideas off the ground."

"What were you thinking?"

"It's just not good business."

"You should just let us run Equestria; we know how to do it."

"No! You're all wrong," replied Magicon firmly. "You may not see it but I do: a new Equestria is coming, one where the nobility can't rule everypony anymore, one where the game is fair for everypony, and one where royal blood and family heirs mean nothing. A new Equestria is about to begin and I intend to let it happen. You all can either join the new trend or die in the pages of the history books."

They laughed and sneered at him. He was crazy in their eyes, but Magicon didn't care. The sooner his ideas were implemented the better for Equestria. He would relish in their realization of how wrong they had been, but that would come only after his ideas were put into practice.

But having ideas wasn't enough; he needed to implement them. When he was finally away from the nobles Magicon met once again with his highest bureaucratic advisors and ministers to continue his plans as well as handle the day-to-day affairs of Equestria.

The affairs weren't difficult, but they were complicated by the small and ineffective bureaucracy, half of which was filled with incompetent and unusable ponies. They were in their positions simply because Celestia put them there, not because they were qualified to work in the government.

"Passports sent to the wrong ponies, incorrectly dated reports, and unenforceable taxes, what else can go wrong?" complained Magicon as he shuffled throw papers in his daily meeting with his highest bureaucratic ministers.

"At least we have a stable budget," remarked his Minister of Finance.

"That I'm sure will change with my new plans."

"Your highness, with regards to your new plans, they're going to be much more complicated and will require much longer rules and guidelines. We'll need a new way of making laws. Proclamations and edicts won't do with your vision of Equestria," said one of his ministers.

"I realize that now which is why I may need a law-making body of some kind."

"You mean a legislature?" asked one advisor.

"Precisely."

"Popularly elected?"

"If it erodes the power of the corrupt nobility, then yes."

The advisors were silent as they stared at each other.

"Your highness, Princess Celestia never tolerated legislatures at the national level; only at the city and town level."

"Well, Princess Celestia isn't here anymore so I really could care less what she did or didn't do. We're going with a directly elected legislature by popular vote. I'll figure out the details in the coming time but that's set in stone."

"You're turning Equestria on its head. You'll destroy everything our Kingdom is known for," complained another advisor.

"No, I'm improving Equestria. What harm can come from better transportation, better communications, better educational systems, and a whole range of improvements?"

The ministers were once again silent as they couldn't find a legitimate answer to that question.

"You know, I beginning to get the feeling that many in this government would rather be interested in their next meal rather than the ponies they are supposed to serve. That is why I am going to do full reform of everything in this government, starting with the immediate dismissal of everypony lower than a moderate supervisor."

The ministers sat in stunned silence at those words.

"You're…you're not serious, are you, sir?"

"Dead serious."

"But what about the government? How is it supposed to function?"

"I would rather no government than a government of fools."

The advisors and ministers continued their objections and their pleas for Magicon to see reason and move slowly but Magicon would not budge.

"I am not changing. This government must change now if Equestria is to remain a powerful nation in the world. I will not discuss this any further. Tomorrow, those who wish to help me may come back to work. Those who wish to avoid their involvement don't show up tomorrow. I will find a worthy replacement for you."

Magicon rose and left his baffled ministers and advisors in his wake. He strode away from his duties and headed into his study.

"How did I not notice all these problems when I was Celestia's and Luna's advisor? It's like these ponies in the government are deliberately sabotaging it just to make my life harder. Well, they'll find that they can't stop me so easily. I'll right this government before the end of the month."

* * *

While Magicon stressed himself with the government, the girls enjoyed a stress-free day in Canterlot. Outside the palace the city carried on as usual, in its calm and royal manner. Rarity loved it and savored every moment while Applejack silently wished she was back home away from these snobby and upper crust unicorns.

To Twilight, the city bore a painful reminder of what had been. She had grown up here under Celestia's guidance and learned so much. Though she did feel better and held her head higher than previous, she still had the deep hole inside her. Noticing this, her friends attempted to distract her with shopping sprees, museum tours, and even a visit the Canterlot Royal Archives. Yet only moderate success came from their attempts. They didn't know how long it would take until the old Twilight returned, if she ever would.

"I just don't get it, girls," sighed Rainbow Dash. The girls were sitting in the Canterlot Gardens while Fluttershy took Twilight on a rejuvenating spa treatment.

"We've done everythin' we could and still nothin'," complained Applejack.

"I know, and something should've worked by now," commented Rarity.

"Not even a trip to the Canterlot Archives cheered her up," said Pinkie.

"If anything, I was sure that would do it. I mean she loves books," said Rainbow.

"There's more books in there than a pony can read in five lifetimes," remarked Rarity.

"Yet, she was only somewhat interested in it."

"Ah just don't know if there's anthin' more we can do," regretted Applejack.

"We'll find something, I know it," said Rarity.

"Wait, wait, wait, wait, wait!" exclaimed Pinkie. "I'm just about to be brilliant! Twilight was happier when she was with Cadance. Why don't we let them spend the day together?"

"Pinkie, that's…not a bad idea actually," commented Rainbow.

"Oh I agree, darling. That is a simply smashing idea," applauded Rarity.

"And Ah don't have no problems with that," finished Applejack.

"Then it's settled. We'll talk to Cadance and see what she can do for Twilight."

Just then, they saw Fluttershy and Twilight arrive from the spa. They looked refreshed and rejuvenated, a hopeful sign for Twilight.

"Hello girls," greeted Fluttershy.

"Hey, Fluttershy. Hey, Twilight," responded Rainbow.

"Hi," was all Twilight said.

"How are you feeling?" asked Rarity.

"Better."

"Did the spa help?"

"Yeah, it did."

"Did it work?" whispered Applejack towards Fluttershy who shrugged while the rest of the girls talked with Twilight.

"We talked, and relaxed but I don't think I got through," she whispered back.

"Darn it."

"Well, Twilight, it sounds like you and Fluttershy had a nice time," finished Pinkie.

"We did."

"Anything else you want to do?" asked Rainbow.

She paused for a moment to think and said, "Actually, yes."

"What is it, darling?"

"Can we see the mausoleums for Princess's Celestia and Luna?"

The girls immediately fell silent and glanced at each other worriedly.

"Why do ya' want to see those, sugarcube?"

"I just want to see them."

"But the mausoleums aren't finished," stated Rainbow.

"I know but I still want to see them."

"You sure you don't want to see anything else instead?" asked Pinkie.

"No."

The girls looked at each other and sighed. The day was about Twilight and if she wanted to do something involving the princesses they had to do it.

"Alright, Twilight, let's go," said Fluttershy quietly as they all began walking towards the mausoleums behind the palace. The walk was short and they were silent as they moved, only their hoofsteps and voices of other ponies being heard.

They passed through the gates and made their way through the empty palace gardens and arrived at the construction barrier to the mausoleums. There were no construction workers; they left a short time ago. Gazing upon the tombs, the girls sighed.

Princess Celestia's donned polished, white marble columns with gold trim encircling large, white marble walls where she lay inside in her tomb. The solid stone doors were sealed shut and the final details of construction were ongoing. Final sculptures and walled inscriptions were the last things that had to be added. Overall, it was a truly fitting tribute to the former princess: bright, hopeful, and sunny.

Princess Luna's stood directly across from Celestia's tomb. Construction had just begun and hammers, chisels, and large blocks of stone lay near the site. The foundation had just been laid and large pieces of black marble and granite were neatly stacked, ready to be become the walls and columns that would eventually hold her forever.

It was a sad sight for all of them, but they all hid their misery behind stone faces. They wouldn't risk showing emotion in front of Twilight. The slightest tear or whimper could send her over the edge and never return. So, they stood and watched Twilight and the tombs in complete silence, allowing Twilight the time she needed.

As for Twilight, she silently gazed at both the mausoleums, admiring their beauty and regality, yet slightly grimacing in pain knowing who lay inside them. She had never imagined seeing this. She had never imagined that this would happen. It was just unthinkable and unbelievable and yet it had happened all so quickly. Though she accepted what happened, Twilight regretted it completely and her ignorance towards the princesses.

If only she had been in Canterlot. If only she had written to Princess Celestia more often. If only Princess Celestia had planned this. If only Princess Celestia had left her the necessary tools to bring peace and justice to Equestria. If only…

Twilight sighed. It didn't matter; none of it did. Her teacher, the greatest pony who had ever lived, was gone. She missed her so much and she felt like she was the only one that still cared. Celestia was already fading into the history books like the legends of old, yet Twilight clung to her as if she was still alive. She missed her so much.

"I thought I might find you here," said a sweet voice behind them. Turning around the girls were greeted by Princess Cadance's lush form. Her face was solemn, yet relieved and her body was attentive but not resolute.

"Hiya, princess," greeted Applejack.

"Hello, girls," she responded.

"What brings you out here?" asked Fluttershy.

"Well, to be honest, Twilight did."

"I did?" asked Twilight somewhat confused.

"Well, my thoughts about you, specifically. I've been thinking a lot about how close you were with Celestia and how you found comfort in me. I was hoping I could be of more help to you."

"Well, what do you know, we were looking for you too about the exact same thing," said Pinkie.

"A happy coincidence, then," remarked Cadance.

"Cadance, I…I'm sorry," lamented Twilight as she took Cadance's hoof and hugged her.

"There's nothing to be sorry about, Twilight. Let's go inside and talk about it."

The two of them slowly walked back to the palace as the girls followed.

Stopping for a moment, Cadance turned back to the girls and said, "Oh, I almost forgot. Magicon would like to see the five of you as soon as possible."

"What for?" asked Rainbow.

"He didn't say what, other than it was important to you."

"What about me?" asked Twilight.

"He said he wanted to talk to you privately, but later though. Will you be okay with that?"

Twilight bit her lip and looked at her friends.

"Go on, sugar. We'll be fine."

"Alright. I'll see you later then."

She turned back to Cadance and the two of them headed into the palace while the five watched them depart. Once they were clear Rarity said,

"Let's hope that works."

"I'm sure it will," answered Fluttershy.

"I know it will. If anypony can help Twilight, it's her old foalsitter and now sister-in-law," commented Pinkie.

"So, what do you think Magicon wants with us?" asked Rainbow.

"No idea," answered Applejack.

"Well, there's only one way to find out," said Pinkie and began walking back to the palace with the other girls shrugging their shoulders and following her.

They passed through the emptying throne room as the sun set casting a copper glow through the large windows. The new throne silently watched over them. Rarity paused to admire the room in the light and smiled to herself at its beauty not realizing that the girls had not stopped for her. Snapping out of her gaze she hurried herself to return with the group.

Not noticing Rarity's breakaway and return the girls paused at a hallway exiting off to the right of the throne room.

"Excuse me, can ya' tell us where is Magicon?" asked Applejack a guard pony.

"In his office, ma'am," he replied.

"Thank ya' kindly," she said and the girls went exited the throne room and down the hallway. They were quiet through the hallway, only the sound of passing hooves of servants, advisors, and guards echoing down the halls.

When they arrived at Magicon's Office Applejack knocked and heard a "come in" from the inside. Opening the door the girls entered the room together and were greeted by a familiar site.

Magicon sat behind a large wooden desk at the other end of the circular room, his head buried in papers. The large windows behind him overlooked a now candle and gas lit Canterlot and the rising night beyond. The walls were light beige with white trim and stood in dark contrast to Magicon's darker hues. A few portraits of ponies lined the walls, including two large ones of Celestia and Luna. Light blue sofas and chairs sat in the center of the room, facing Magicon, over a navy blue carpet with the Equestrian Seal in the center.

"Who is it?" he asked as he continued reading the papers in front of him, not looking up.

"The five friends of Twilight Sparkle," answered Applejack.

Magicon put down his papers, looked up at the girls, and a relieved smile came on his face.

"Oh, it's you all," he said relieved as he stood up and moved in front of his desk. "Please, come closer and have a seat. You're the best faces I've seen all day."

"Oh? Did you have a bad day?" asked Fluttershy as the girls sat themselves on the sofas and chairs.

"Very. This whole government is messed up. I'm being forced to reform it from top to bottom."

"I'm sorry to hear that," regretted Rarity.

"But it's not all bad," continued Magicon. "These reforms will help bring Equestria into the future and I can think of no less than five great ponies who will help with that."

"You mean us?" asked Rainbow.

"Why, yes. I do."

The girls looked at each other and at Magicon with surprised faces.

"Beg pardon?" asked Applejack.

"What I mean is that for this new government to properly function it has to be reformed and I want you five to help establish this new government and set the example for ponies to follow."

"Not to be a downer or anything, but that sounds really boring," said Rainbow.

"In addition, we don't have any experience in the government," added Rarity.

"I know it sounds boring and your inexperience might scare you but I assure you that this is a learning experience for everypony, myself included," answered Magicon.

"And what makes ya' think we're the right ponies for the job?" asked Applejack.

"Reasons enough. One, you are the Elements of Harmony and have a duty to Equestria. Two, you all possess different skills and talents that are severely lacking in this current government. Three, you're young, adventurous, and creative; the perfect ponies to show the world what Equestria really is about. As the saying goes, 'out with the old and in with the new'."

"But, what about our jobs in Ponyville?"

"Once the government is really finalized and everything is running smoothly, you can return to your normal lives."

"So, you're just expectin' us ta drop all of our lives in Ponyville and do whatever ya' want us ta do?" Applejack asked disdainfully.

"To put it bluntly, yes."

"Well then ya' can form you're little govment without me," stated Applejack.

"And me," said Rainbow

"And me," finished Pinkie.

"Come on, girls. We've got a friend ta care for," said Applejack as she rose and began to exit the office with Rainbow and Pinkie in tow. But noticing that Rarity and Fluttershy were still sitting she turned back and asked,

"Ya' two comin'?"

Rarity was slow in her response, "No, Applejack."

"Pardon?"

"I'm not coming with you. This is a once in a lifetime opportunity and I'm not passing it up. I may not know much about governmental policy but I am willing to do what is right for Equestria and not me."

"Are ya' kindin' me?" asked Applejack baffled.

"Maybe you don't understand it, Applejack, but I do. Equestria needs us, whether you like or not. We're the Elements of Harmony for a reason. Twilight said there would come a time when we would have to more than just defeat a villain; and I believe that time is now. We have to help Equestria."

Applejack couldn't from words as she heard what Rarity said/

"Umm…I don't mean to interrupt, but I want to stay and help too."

"Oh that's great to hear, Fluttershy," remarked Rarity.

"But what about Twilight?" asked Pinkie.

"Oh don't worry about, Twilight. I'm going to keep her by my side at all times. I'm going to teach her everything I know and continue her magical studies."

"You mean Twilight's not going back to Ponyville?" asked Rainbow.

"Not unless she really wants to and that's entirely up to her."

The three dissenters looked at each other and sighed. They were fighting a losing battle. Twilight would leap at a chance to continue her magical studies here in Canterlot and would be even happier if were friends were close to her in the same city rather than a train ride away. They knew Twilight was loyal but if half of the girls chose to stay in Canterlot and the other half left, none of them would be able to bear it.

"Fine," grumbled Rainbow. "I'll do it for Twilight."

"As long as it's not boring and I get to see my friends and have some fun, I'm okey dokey lokey with it."

"Ah don't like it, but Ah ain't got much of a choice."

"Oh, thank you girls. You don't know how much this means to me and Equestria. You will be remembered for your commitment and dedication. And I will give you all time you need to settle your affairs in Ponyville so you can begin your new lives with a clean slate."

"Thank you, Magicon," said Rarity as the girls once again settled down.

"So…um…what do you want us to do?" asked Fluttershy.

"Well, each of you will be in charge of different things in the government. I've chosen them based on your skills and your elements. So let's begin, Fluttershy let's start with you since you asked the question. You'll be the new Minister of Healthy and Safety. The job basically puts you in charge of all of Equestria's hospitals and medical facilities. You'll be responsible for keeping them in tip-top shape and studying new medicines and diseases in the medical field."

"Gosh," said Fluttershy meekly as she gulped. Rarity put a hoof around her and hugged her, comforting her.

"You'll have doctors and advisors to help you the entire way, so don't feel like you're alone."

Fluttershy took a deep breath and relaxed a little, but still worried about her new career.

"Moving on, Pinkie Pie, you'll be my new Press Secretary. You'll be talking to newspaper reporters from all over Equestria answering their questions and giving them information about me, the government, and basically the news."

"Sounds cool," said Pinkie with a smile.

"You need to be professional though. The newspapers will think of you as the face of the government and they want to see a friendly, but also professional face. Restrain yourself, please."

Pinkie seemed a little peeved by her new rules but shrugged them off and listened to Magicon give his next instructions.

"Now, Applejack, you'll be the director of the new Patents Office. It's an office that will look at new inventions and see if they've ever been created before and if they haven't allow the inventor to sell them to ponies all over Equestria. It requires honesty, durability, and friendliness because you'll be meeting a lot of ponies and seeing a lot of different inventions and approving or disapproving many of them."

"Well, that ain't too bad."

"As for Rainbow Dash, you're going to be Shining Armor's assistant to the Royal Guard. You'll be second in command and in charge of the guard when Shining Armor isn't in Canterlot. It requires loyalty, rigorous training, and athleticism. I know you have what it takes for that job."

"Now that sounds like a job for me," said Rainbow Dash confidently.

"And finally, Miss Rarity, you'll be my personal representative to the nobility here in Canterlot and in Equestria. You'll spend your days talking with the nobles and pleasing them."

"Oh, that sounds divine," said Rarity as she wobbled on her chair gleefully.

"Be advised though, that as this new government forms, many nobles will be upset and complain to you and they might even yell at you. You must like a professional lady at all times."

"I will do so," said Rarity snapping out of her fantasy.

"Anythin' else?" asked Applejack.

"No, that's it. I'm sorry for all of this change but I do hope this can work out quickly so you can return to your normal lives and Equestria can move forward. If you have no questions, you all can go now. It will be sometime before you're needed at your jobs so fill free to use this time to wrap-up your business in Ponyville."

The girls rose, thanked Magicon, and left leaving the unicorn once again alone in his office.

"I don't know how well they took it, but I'm seeing good signs of deterioration. Applejack and Rarity must argue a lot. I can easily worsen that and Fluttershy's kindness is easy enough to bend to my will. As for Pinkie, well I'll figure her out soon enough. And Rainbow Dash will be so busy with the guard that she won't have much time from her friends anymore. This is going to work out so well. Equestria is now mine, all mine!"


	26. Chapter 25

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 25**

"Is that everything?" Cadance asked sympathetically after Twilight had finished telling her emotional narrative to her sister-in-law. She nodded in response, rubbing the tears from her eyes.

"You've been through a lot, Twilight. I can't blame you what you did; nopony can."

Twilight made no response than a few sniffles.

"Alright, let's see, Twilight. What can I say? You were shocked and couldn't accept reality, so you ran away from it. Once your friends came though, they forced reality back onto you. Now you accept it, but you regret what you did and what you could've done. Let me first say that you've done nothing wrong. You are the kindest, most talented, and one the best ponies I've ever known. You're a close friend, Twilight, family even, and I will never forget what you did for me in my time of despair and stress. And as a good friend and family member, I will resolve your problem."

"Th…thank you," mumbled Twilight.

"So tell me, how do you feel now?"

"Better, but still worried?"

"About your brother?"

"Yes. I just can't see him pick up and leave like this, especially now when everything is changing."

"I know, Twilight. It seems very odd to me too, but I trust Magicon. He's always been honest with me and with the Princesses. He's not the Prince of Equestria for nothing."

"Yeah, I suppose so."

"He promised he would write back to Shining Armor once he mailed us. I'm sure he'll show us Shining Armor's letter and let you know what you want to say to him."

"Yeah, you're right. I just miss him so much."

"I miss him too, but crying about it is not going to solve anything. Look at yourself, you've been crying for the past three weeks and it shows. You're a complete wreck. You need to stop worrying and relax."

"How can I relax when everything is changing?"

"I know it sounds impossible but I did. I was just as stressed as you when you arrived and I didn't have the benefit of family or friends. I was left in the dark about Princess Luna's death and was so embarrassed by it. I had nopony to turn to for help. I was forced to hide my shock and my tears until the chariot ride back here."

"And how does that help me?"

"The point is you're friends risked their lives to look for you, find you, save you, and bring you back. They did what they thought was best for you and are still trying to help you. They spent the entire day with you to try and help you."

"I know and I'm so grateful for that."

"Let me ask you, when you went to the mausoleums earlier, how did you feel?"

Twilight was silent for few moments. "Okay, I guess. I mean, I wasn't crying but my heart ached."

"That's normal, Twilight. Mine does too. The only healer is time. We both have so many memories of the princesses and we must never forget them. They meant so much to us and now they mean even more now that they're gone."

"You only true miss something when you realize you lose it."

"Exactly. We've lost Celestia and Luna, but we will always remember them for all of they good they were and all the good they did for Equestria."

"Princess Celestia was like a second mother to me. Nopony will ever replace her."

"Nopony is trying to. Everypony is different, including Celestia and Luna. Celestia cared for you and taught you so much and you'll treasure that even more."

"I've never experienced anything like this before."

"Death is a natural part of life. It is a cycle: death allows removal of the old to make way for the new. As young as they were, Princesses Celestia and Luna were more than a millennium old. It may not have been their time but now they are in a better place. They left behind a nation at peace full of happy ponies."

"But why does it seem like nopony is even saddened by their deaths."

"You may not see it, but I do. They put on masks out in public, but in the privacy of their homes, many ponies are still coming to grips with the loss. Like I said, time will be the only medicine for this wound."

"Okay, so what do you want me to do?"

"Remember all the good times you had with Celestia and Luna. Allow those memories to fill you up. Then with that energy, use it to help you continue doing what you love."

"So, use that energy for reading and practicing magic?"

"Exactly. That's what Celestia would've wanted you to do anyways. She wouldn't want you to wallow in pity and mourn her forever. She would've wanted you to continue your studies and improve."

"How can I do that if I don't have a teacher?"

"I think I know a pony who may be willing to help you."

"Who?"

"Magicon."

"Magicon?" asked Twilight surprised.

"He is extremely talented and can seriously help you."

"I…I don't know. I mean, I trust him completely, but he's going to be busy with Equestria. I don't want to get in the way."

"Now you're sounding like Fluttershy," Cadance teased.

Twilight eked out a small smile only to have it quickly fade away.

"Tell you what, Twilight, why don't we talk to Magicon and see what he thinks."

"That sounds like a good idea."

The rose to leave the study but before Cadance opened the door she felt a hoof on her shoulder. Looking back and seeing Twilight's sweet smile and loving face she heard,

"I love you, Cadance. Thank you."

"You're welcome," she responded and the two set off to find Magicon and receive an answer to their important question.

* * *

"So what do ya'll think of Magicon's new ideas for us?" Applejack asked.

"It's really hard to say," answered Rarity. "On one hoof there is my dream to be amongst the nobility and high society ponies but on the other that means giving up my dream of designing fashion for them."

The five girls were seated in the common room leading to their chambers. After leaving Magicon, they all had mixed feelings about it and agreed to talk it over. Twilight was safe with Princess Cadance; the five could afford the time to talk about this.

"It's life changing," commented Pinkie.

"Completely," added Rainbow Dash.

"Ah really don't think Ah'll like it. For me, Applebuckin' is all Ah know and love. An office don't sound fun at all for me."

"He said you wouldn't be in the office a lot. You'll be outside and trying out new inventions. That sounds cool."

"Ah know, but Ah'm loyal ta mah family. Ah'm just strugglin' ta accept the fact that Ah have ta leave 'em. Who's gonna run the farm when Ah'm gone?"

"Apple Bloom has gotten older and can do it," said Fluttershy.

"But she ain't ready ta do it on her own."

"Applejack darling, think just for moment. I know you love your family and I love mine too, but we have a duty to Equestria. I'm sacrificing my business ventures for the needs of Equestria."

"You're hardly sacrifcin' nothin'! You're gonna be amongst all them high and mighty ponies. You're gonna be livin' your dreams!"

"To an extent, yes. But I'll be losing time I could be spending with Sweetie Belle and my creative talents will no longer be used because I won't have the time to make fabulous dresses and accessories."

"Ponyfeathers," grumbled Applejack.

"Well for me," interjected Pinkie, "I don't mind working for Magicon. It sounds like I'll be working close with him. Maybe I can throw him a party or something when a plan of his goes really well."

"That's possible," said Rainbow. "As for me, the idea of commanding tough stallions is awesome but I'm worried I'll be abandoning my duties to Cloudsdale and Ponyville."

"Magicon said he would give us time to wrap up all of our business," said Fluttershy. "That means we can make everypony happy. Applejack, you can train Apple Bloom and even her friends on how to run the farm. Rainbow Dash, there are many pegasi. I'm sure the Weather Center will find a suitable pony to replace you. Pinkie, I think the Cakes will be just fine. They baked before you were there so they can always get back to it and they'll find a good foalsitter."

"And what about ya', Fluttershy? How do ya' feel about all this?"

"I'm…scared. I mean, I have medical experience but this is a whole new level."

"It's a new level for all of us, darling."

"Don't feel alone, Fluttershy. We're here for you," comforted Rainbow.

"What I don't understand is why Magicon couldn't put other more experienced ponies in charge?" asked Pinkie.

"Probably because he didn't want 'inside' ponies who are liable to corruption and other pitfalls. Plus, we are the Elements of Harmony and he might have felt that our duty to Equestria was too little," hypothesized Rarity.

"Who is he ta say whether or not we are doin' good 'nough for Equestria? Last time Ah checked, there wasn't no grade system on the Elements of Harmony."

"He has changed," said Fluttershy. "I mean, look at that throne. It was scary."

"And we don't even know what kind of things he's going to do to Equestria. What if he throws Equestria on its head?" asked Rainbow.

"Dashie, silly, Equestria isn't a pony. It doesn't have a head," teased Pinkie.

"You know what I mean. What if it all goes sour?"

"Rainbow, I don't think that'll happen. Magicon was Princess Celestia's and Luna's closest advisor. The princesses trusted him for advice and guidance. So much so that they agreed to leave him in charge in case they couldn't rule. They princesses knew what they were doing," stated Rarity.

"Let's hope so," remarked Applejack.

"So, what's next?" asked Fluttershy.

"We don't really have a choice," said Pinkie. "What would happen if we just said 'no' and went back to Ponyville?"

"We'd feel guilty of abandoning our duties to Equestria. Princess Celestia did say there would come a time when the Elements would require greater sacrifice," said Rainbow.

"So, when Twilight returns we better get back to Ponyville and finish up our businesses there," stated Rarity.

"Umm…did Magicon talk to Twilight yet?"

"Good question, Fluttershy. I don't know. We'll just have to ask her when she comes," said Pinkie.

"Ah do hope Cadance is helpin' her," said Applejack.

"If anypony can help Twilight, it's Cadance," stated Rainbow.

"Speakin' of helpin', what's gonna happen to us, Dashie?"

"AJ, if you think our new roles are going to end our relationship; you've got another thing coming. I'm not leaving you for anypony or anything!"

"Now, that's the Dashie Ah know and love."

They hugged each other which quickly morphed into a passionate kiss and gentle stroking of each others manes.

"Ahem," coughed Rarity. The two lovers broke their kiss and looked back at the girls, smiles on their faces.

"Do you want us to go?" asked Fluttershy towards the two girls.

"Nah, ya'll can stay. We're not gonna do anythin' crazy tonight."

"Yeah, AJ and I love each other, but I don't feel comfortable with anything other than a kiss right now. With everything going on I don't wanna rush things."

"A little TMI, Rainbow," commented Rarity.

"I think it's really sweet that you two are in love and aren't afraid to show it," said Pinkie.

"If anypony thinks they're gonna hurt either me or Dashie 'cause of our love than they're gonna be so sorry," warned Applejack.

"What she said," added Rainbow.

The two gently hugged each other while the other three looked on. There was nothing else they could do right now. All they could do was wait for Twilight and hope for the best.

* * *

When Cadance and Twilight arrived at Magicon's Office they were greeted by his disappearance.

"He's not here?" Cadance asked a guardspony nearby.

"No, madam."

"Where did he go?"

"He went towards his chamber."

"Thank you," said Cadance and began walking towards that destination with Twilight at her side.

"Cadance…I don't know about this," hesitated Twilight as they continued walking.

"You're just having early jitters. Why would Magicon not answer a simple question?"

"It's not about him. It's about me."

"What's wrong?"

"I…don't know if I'm ready to have a new teacher. Princess Celestia has been dead for three weeks and it might be too soon to have a new teacher."

"That's entirely possible, Twilight, but what I suggest is that we talk to Magicon and see what he thinks. Who knows what will happen? He may say that he's not as talented as we think he is. Ah, here we are."

They arrived at Magicon's bedroom and the two guards on both sides of the door confirmed that Magicon was inside.

Knocking on the door, Cadance waited until an answer came. The door opened and Magicon peered out and looked at the girls. A smile grew on his face as he recognized them.

"Cadance and Twilight Sparkle, how I am glad to see you! Come in, make yourselves comfortable."

He gestured them inside and sat them down in chairs and, after offering them some tea, joined them.

"You're actually the ponies I wanted to see, especially you, Twilight."

"Oh…um…I'm flattered," was all Twilight could manage.

"How are you feeling?"

"Alright. Cadance has been helping me."

"Is that so? Well, that's good to hear."

"I've done what I could for her and it's worked. Actually, we wanted to see you too," said Cadance.

"Oh, did you now? Well, what seems to be the trouble?"

Twilight looked at Cadance, like a nervous child who looks at their parent for encouragement. Cadance gave her that with a sweet smile, urging her on. Twilight sighed before speaking.

"Well, it's…this isn't easy for me to say, but…Cadance said that with Princess Celestia…gone and my magical skills still need developing…we were hoping that you could…well…um…teach me?"

Magicon was silent as he stared into his tea cup in his lap. He watched the steam slowly rise from it and the liquid slowly swirling inside.

"If it's no trouble to you, that is," Cadance added.

"Hmm," was all Magicon said, thinking carefully about the request now on his shoulders.

'I want Twilight as my apprentice, but there will be problems. Is she ready? What about Shining Armor? We have a deal and I can't afford to let him talk. But, he's in prison and I have no chance of improving my relationship with him. I can just leave him to rot down there forever. But, back to Twilight, if I take her on I don't think I can instruct her in the ways of Red-Blood. She won't be able to carry out Cadance's murder. She can't know any of my secrets. But if I refuse her, she'll be loose and free to roam Equestria. She's the most powerful Element. She needs to be under constant watch and I must be the one to watch her. Oh what to do? What to do?'

While the he thought, his head turned out towards the moonlit window, his breathing relaxed. The two mares looked at each other, Twilight with a worried glance while Cadance maintained a calm head.

"Whenever you're ready, Magicon."

"Just a minute," he said half-consciously waving his hoof at them. His mind was on his thoughts and options; not the two mares sitting in front of him. Magicon had received the greatest opportunities a pony could ask for and now here was another one. His own apprentice, a pony he could mold, teach, and train. But she was too old, too set in her ways. Was it the right decision to take her or not? He didn't know.

After several minutes of uneasy silence, Magicon turned back to the girls and spoke softly.

"This isn't easy for me. I'm flattered by your request and I won't deny that I would like an apprentice. But, the current situation demands my full attention. Reforms are just under their way and I want to get everything established before I can attend to my personal matters. Besides I doubt you have very much interest in economics and politics, Twilight."

"Oh, well, they're alright."

"Wait just a minute," interjected Cadance. "You mean you're just rejecting yourself of the opportunity to pass on your skills to another pony, one that may rule Equestria when you're gone?"

"Whoa, whoa, whoa!" exclaimed Twilight.

"My reaction, exactly," agreed Magicon. "Really, Cadance? I've been in charge for less than a week and you are already thinking about the heir to the throne? I'm only thirty-two and as healthy as can be! I'm not planning on having my reign be the shortest in Equestrian History."

"I'm sorry, Magicon. I'm just looking out for Twilight's best interests," apologized Cadance.

"Then why don't you let Twilight and I take care of this one-on-one? She'll be alright. I promise."

"Twilight, are you alright with that?"

"I guess."

"Are you sure."

"I really don't know."

"Just give her a chance," pleaded Magicon.

"Well, alright. I'll just be outside if you need me," said Cadance and left the room, a sympathetic eye on Twilight and a suspicious one on Magicon.

Once she left the two of them looked back at each other and Magicon spoke with more volume than before.

"Well, now that's she gone I can discuss this more openly with you."

"Umm…Magicon, I'm a little confused. Do you want me as a student or not?"

"I prefer the term 'apprentice' and that depends on a lot of factors, one of them being whether or not you want a teacher? I know Celestia meant a lot to you and you miss her so much. I don't want me or Cadance to push you into becoming an apprentice if you don't feel you're ready. Do you think you're ready?"

"To be honest, no, I really don't. Cadance is pushing me but I really don't want to."

"I completely understand, but tell me, why?"

"You've already said it. Princess Celestia is irreplaceable and it's too soon for me to start a new teacher."

"She is irreplaceable; there is no doubt about that. And I agree that it is too soon. I'm much too busy and you're still too emotional. We both need time before we can truly work together."

"Thank you for understanding, Magicon."

"You're welcome, Twilight Sparkle. Perhaps one day when everything settles we can begin. I do have things that I can teach you and I'm sure you'll be willing to learn them, one day."

"Yeah, one day."

She rose and began making her way towards the door, but just when she was about to open it, she felt a tug on her tail. Looking back she saw a lavender aurora around it. Looking up at Magicon she saw him standing with his horn glowing.

"Umm…Magicon, can you let me go?"

"Yes, as soon as you answer this question."

"Alright."

"Have you talked to your friends recently?"

"Not since earlier today, why?"

"Because, I'm afraid, they'll have very important news to share with you."

"What do you mean?"

"What I mean is that your life and their lives are about to change and I don't want to be the one to tell you how."

"I don't understand."

"No, of course you don't. But I won't be the one who will explain it to you. It would only confuse and anger you and I don't want to put additional emotional stress on you."

"So, what do you want me to do?"

"Visit your friends. They'll be expecting you."

"Alright," said Twilight cautiously as Magicon released her tail. She walked out of the room, even more confused than when she started. Outside waited Princess Cadance, somewhat impatient to hear what had happened in there.

"So, how'd it go?" she asked.

"We both agreed that it was just too soon to start. Neither of us are ready for it."

Cadance nodded, "Alright, if that's how you both feel then I won't get in the way."

"Thanks, Cadance. Not just for this but for everything."

"You're welcome, Twilight."

"I love you."

"I love you too."

The hugged each other in a warm embrace. They were like sisters to each other. They had grown up together and had shared so much and they were here for each other, just like her friends. Remembering them and what Magicon had said Twilight broke the hug and said,

"I need to see my friends."

Cadance looked at her, smiled, and nodded.

"I'll be in my room if you need me," was all she said before walking in that direction. Twilight followed her until she went down a separate hallway to her friends. Curiosity flew through her mind and she had to know the meaning behind Magicon's words. He really wasn't acting like himself.

Arriving at the door to the common room, Twilight knocked and opened the door. Her five friends were sitting there in candlelight and smiled when they saw her as she entered the room.

"Good to see you're feeling better," said Pinkie.

"Thanks, Pinkie. But that's not why I came here."

"Oh, what did you come here for?" asked Fluttershy.

"I just spoke with Magicon and he said I needed to talk to you guys. It was about some life changing thing or something. I didn't understand it."

The girls looked at each other with knowing glances and Rarity sighed.

"You better sit down, darling; we have some explaining to do."

Twilight did so and braced herself for whatever came her way. She had her friends and she loved them. They would be honest with her and tell her what was going on. She had seen the Magic of Friendship in action and she knew that no matter what happened to them, they would always be the best of friends. The would be PFF's.


	27. Chapter 26

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 26**

"What do you mean you won't be coming back to Ponyville?" asked a shocked Twilight.

"No, Twilight, we're coming back. We just can't stay there for too long," Rarity stated.

"I can't believe you're telling me this! To think my best friends are now helping run Equestria!"

"Ah know it's hard, sugarcube, and Ah didn't wanna do it, but Princess Celestia said a day would come when we would need to do more for Equestria as the Elements."

"Helping run the government is not doing more with the elements! The Elements of Harmony were never meant to be used for political or economic reasons! They're defense mechanisms to keep Equestria safe from its most dangerous enemies!"

"And is this not defending Equestria? Some enemy may try to attack us now that the princesses are gone. If they do, we're now in a position to stop them before they attack," stated Rainbow Dash.

"I can't believe you would say that! You're putting Equestria over our friendship!"

"I know it's not easy for you, Twilight, but umm…can you see reason?" asked Fluttershy.

"Yeah, Magicon did offer to teach you when you are ready," added Pinkie.

"But that's not the point! The point is that my friends are now agents of Equestria!"

"And we weren't before? Didn't Celestia always ask us to do stuff for the good of all Equestria? What has changed with this?" asked Rainbow.

"The fact that Princess Celestia only used us as a last resort. Magicon didn't even bother to consider the other ponies who were qualified for the positions, he just went right after you guys!"

"Darling, he said he wanted ponies who were unbiased and had a high opinion of the government. We've never worked in the government before, so we have no prejudices walking in," said Rarity.

"But you have no experience."

"We'll learn," said Applejack.

"I can't believe you guys are abandoning Ponyville, your families, and everything!"

"Twilight, I'm sorry, but things have changed," said Fluttershy.

"Yes, but how much has to change? Why is he forcing our friendship to end?"

"Now hang on just a gosh darned minute. If ya' think this is gonna end our friendship then Ah'm gonna smack a filly. Just because we'll be farther away don't mean our friendship will end," Applejack stated firmly.

"We've been through the thick and thin, Twilight. We'll always be the closest of friends," added Pinkie.

"But we won't be seeing each other or helping each other."

"All the more reason to cherish the moments when we do see each other," Rarity said affectionately. "We won't start until the government is ready which will take months, according to Magicon. We can do a lot together in that time."

"Yeah…but what's going to happen to me?"

"That's up to you," said Pinkie.

"I guess I can move back to Canterlot and start studying with Magicon."

"Don't think we're trying to force you into anything," said Rainbow. "We want what is best for you."

"But what about you guys?"

"We'll manage. We always have. We did before we met you and we can do it again," said Pinkie.

"Why do I feel like I'm being kicked to the curb?"

"Oh no, Twilight," reassured Fluttershy as she quickly came over and hugged her. "I'm sorry you feel that way, but like what's been said before, we have a job to do."

"Yeah, and a job that doesn't involve me." Her ears flipped downwards and her head hung low as worry overcame her friend's faces.

"Maybe Magicon can offer you something in the government?" asked Pinkie.

"Cadance did mention that he would need somepony to follow in his hoofsteps after he is gone. I suppose being his apprentice would mean I would be his next heir to the throne."

The realization hit her harder than a brick wall and she put her hoofs to her head to try and fathom what she just said and everything behind it.

"Dear Celestia, did I just say that?"

"Ah'm 'fraid so, sugarcube."

"No, that's not possible. If I become his apprentice I would be in charge of Equestria after he's gone! No, I can't do that! I can't! Princesses Celestia and Luna were the rightful rulers of Equestria! I understand they put Magicon in charge but I can't follow in their hoofsteps! I'm not good enough for that!"

"Twilight, you are the most gifted and talented unicorn I've ever known," complimented Rarity. "If anypony has the skills to rule Equestria one day, it's you."

"I just can't do that."

"If you don't, who will?" asked Rainbow.

"Somepony with more experience, more knowledge, and whatever else they need to rule Equestria."

"Twilight, that pony is ya'. One day, you will be the Princess of Equestria," stated Applejack.

"No, it won't be! I would rather stay in those mountains again rather than rule Equestria. I can't be Magicon's apprentice if preparing to rule is my ultimate destiny with him!"

"Then talk to him," said Pinkie. "He's a good pony. He'll understand where you're coming from. He knows how much Princess Celestia meant to you. I'm sure he'll be perfectly acceptable of taking you on just as a student with no intention of running Equestria when he's gone."

'Yeah, but he didn't want an apprentice anyway right now. We both agreed it was just too soon."

"Then it's too soon," said Rarity. "You do whatever you feel is right for you and we'll support you."

"Yeah, that's what friends are for: to support each other," added Rainbow.

"We risked our lives to save ya', sugarcube, and we ain't gonna let ya' suffer," finalized Applejack.

"Thank you girls, you really are all that a pony can ask for," said Twilight as they hugged.

"So, what are you going to do?" asked Fluttershy as they broke from the hug.

"I guess I'll just head back to Ponyville. Practice my spells, read, take care of Spike."

"We're coming back with you," Rainbow comforted. "We won't be needed in Canterlot for a few months anyway."

"That's good."

"We'll be able ta do a lot of fun things we've always wanted ta do, but never had the chance ta do it," Applejack said with a smile.

"Yeah, that'll be fun."

"You sure you're going to be alright?" Pinkie asked. "Otherwise I'll have to throw a party for you."

"No, I'll be fine. At least you're not leaving tonight or anything so we can still have fun."

"We'll write and visit as often as we can once we move to Canterlot," Rarity stated.

"I'd like that."

They sat in silence afterwards, their breathing being the only audible voices in the room. After a few minutes they agreed that a good nights rest would be the best move for all of them. It had been a long day and so much had happened to all of them. So much was changing but one thing remained: their friendship. The Magic of Friendship would not die as long as they remained together.

* * *

The girls rose and left Canterlot in slow silence, saying good-byes and farewells to Cadance and Magicon, knowing that they would be back sometime in the near future for an entirely different reason.

"Promise me you'll let me know when Shining Armor writes," Twilight hoped.

"Of course I will," responded Magicon. "I'll be sure to let him know that you are safe and sound and back with your friends in Ponyville."

"Thank you, Magicon."

"You're welcome, Twilight Sparkle."

Those were the final words before the girls said good-bye and left the palace. They boarded their train and began their journey back to Ponyville while Magicon and Cadance watched them depart. But neither of them had much time to dwell on good-byes.

Magicon rushed to various meetings and began his reforms while Cadance attended to her courtly duties. Magicon additionally asked Cadance to fill in for his courtly duties, since he had no desire of listening to conservative nobles who were unwilling to try and deal with him.

His actions regarding the bureaucracy and the practical closing of the government had sparked an outcry that Cadance was unprepared to deal with. Once again, Magicon had failed to inform her of the events and his actions, annoying and stressing her even more.

As for Magicon, he found that thanks to his statements and decisions from last week half of the bureaucracy had been shut down and only a handful of ministers remained, mostly ones that either agreed with his reforms or were too loyal to Equestria to simply abandon it. With those ministers Magicon began the process of reforming the government.

One of his first problems though would be how to outline the government. Celestia had created a jumbled government with incompetent ponies and insufficient offices. Clearing out the old wasn't the hard or long part; he had practically done it already in less than a week. The hard part was forming the new government and designing a new, efficient, and workable bureaucracy.

"There are so many courses we can go," said one of Magicon's ministers in their meeting.

"I know and I have a general sense of where I want the government to go, but I'm no scholar. I don't know the specifics," replied Magicon.

"Well, let's highlight what we do know and want," said another minister who telekinetically lifted a clipboard and quill, ready to write down the ideas for the new government.

Magicon sighed, "Alright. First, the legislature: Composed of one hundred directly elected representatives, elected every five years. It shall be named Parliament and its chief duty is to write and pass laws. A majority of fifty-one ponies is necessary to pass a law. They will also approve of appointments to the bureaucracy and to the courts and keep up oversight over the bureaucracy to make sure that corruption is festered out."

"You have that pretty settled, sir."

"Somewhat. I don't how to divide Equestria into equal districts to ensure fair representation and I don't know who should be able to vote or not."

"So, you want some scholars to help us?"

"Correct."

"Alright, what's next?" asked the minister with clipboard.

"The Monarchy. It shall be charged with executing the laws and head of the bureaucracy. It's also the Symbol of Equestria, both domestically and abroad. The monarch is the chief foreign diplomat, controlling ambassadors, the military, and meeting with foreign leaders. He will also make recommendations of ponies to sit on the courts and bureaucracy, though parliament must confirm them. The monarch shall be for life and, in case of death or inability to run Equestria, shall have a successor which parliament shall confirm based on merit."

"And the courts?"

"Pretty much as they currently stand. A Supreme Court with seven judges and various courts under them. However, they will no longer determine whether laws are constitutional according to Celestia's edicts. They will judge laws against the new constitution."

"Very good, sir."

"So, that's the basics, is it?" asked an advisor.

"Yes."

"Well, the scholars will offer their advice and help us in anyway they can. But I really think we need a convention of some sort," suggested a minister.

"A convention?"

"You know, to formally write the constitution and debate the specifics and decide what is best for Equestria."

"I was planning on that, but we need to figure out who can attend."

"Well, if you ask me, we need a single representative of every major town and city in Equestria," suggested one minister.

"That will be hundreds of ponies. How can we hope to accomplish anything with that many?" asked another.

"And what about the small towns and villages that may not be large enough to have a representative? How is that fair?" asked another still.

"Look, you all bring up valid points," interjected Magicon. "But what we probably first should is look at a map of Equestria and divide it up into the 100 districts. Then we can ask for two or three representatives from each to come to the convention and formally draft a constitution."

"Good idea, sir," complimented a minister and the others quickly agreed.

So began the next phase of the process: the specifics. They poured over the map of Equestria and studied where ponies lived and discussed the best ways to evenly divide Equestria. By the end of the day, more than half of the map was divided and they agreed that it was enough for one day.

Leaving the productive and successful discussion Magicon was already proud to see early signs of his success. Ponies were listening to him, respecting him, and some even debating him. If that was a sign of how his future Equestria would be, he liked it.

Deciding the check on Cadance, Magicon took a big gulp and hoped that he wouldn't regret this decision. Arriving in the Throne Room Magicon was relieved to see that it was empty; the nobles having departed once the sun had set.

But seated next to his throne was a tired Princess Cadance who gazed over at Magicon. She shook her head, obviously disappointed or annoyed or both by his actions or inactions.

Walking over to her, Magicon walked past her and sat in his throne. He felt the magic of it course through him and he felt rejuvenated and refreshed, like if he had just woken from a long nap. He closed his eyes and took in the magic, allowing it him to fill him completely.

Only the gentle tap on his right shoulder prevented him from exercising his new magic. Opening his eyes and glancing over he saw Cadance standing next to the throne, looking directly at him. Her eyes seemed to penetrate his soul, yet Magicon stared right back, determined not to let Cadance weaken him.

"Good evening, Magicon," she said.

"Good evening, Cadance."

"How are you?"

"Well and you?"

"Oh fine, fine, if you consider that I was harassed by your nobles all day!"

"Oh, well I'm sorry you had to suffer through that."

"Suffering isn't beginning what I went through. You've upset nearly every noblepony in Canterlot! They came in here yelling and screaming at me, demanding to see you. And when I told them you were occupied with reforming the government they went on tirades about you and your government. They were bitching about everything, everything! I had to stand there and listen to it all and try to calm them down! They accused of me being your little puppet and accused of you as having no interest in the ways and traditions of old Equestria!"

"Listen, Cadance, I'm really sorry you had to go through all of that."

"I did my best to deal with them, but it still wasn't enough. You've upset everypony in Canterlot and they're taking it out on me! I refuse to suffer through that again!"

"You must be joking."

"Do I look like I'm joking?"

"Err…no. Well, what do you want me to do? I'm modernizing Equestria for the betterment of all ponies. I know change is difficult and the nobility would be the ponies to understand it the least but think of the benefits: a legislature for everypony, a government that allows for new thoughts, ideas, and inventions for everypony, and a monarch that treats his subjects with fairness and respect."

"But at what cost? From what the nobles said, it sounds like you have no respect for Celestia and everything she did. They say you want to erase everything that she was involved in. They also consider your changes a direct attack of Celestia and themselves. They think you want to steal their money, their land, and Celestia knows what else."

Magicon couldn't resist letting out a full laugh at those words, much to Cadance's annoyance.

"I'm…sorry, Cadance…that was just too funny. You see how pathetic those nobles are? They think I'm after their wealth or land? Ha! I have no interest in either. And they think I'm erasing Celestia's work? Nonsense. Many of her rules are being kept or modernized and ponies everywhere will remember her for her contributions to Equestria. Statues, memorials, biographies, paintings, compositions, and who knows what else are being built and written about her. The same goes for Princess Luna too.

"Oh, Cadance, you must understand that this change is necessary and I know it may look hopeless or anger some ponies. But, there is a light at the end of this tunnel, a light that will make Equestria shine like never before. And one day, you will thank me for guiding Equestria to this light."

Cadance squinted her eyes and said, "I'm not sure if you were arrogant or thankful by that last statement."

Magicon shrugged. "Take it as you will, I don't care."

"Alright then, what am I going to do about those nobles? I can't handle them alone."

"I don't what to tell you Cadance. I can't banish them from the court and I was hoping somepony would be able to talk to them and at least appease them."

"Magicon, there is no way to appease them unless you do exactly as they say."

"And I have no intention of doing that. Celestia and Luna may have been fine with snobby and soulless nobles, but I won't. My Equestria is about the common pony, not the rich ones."

"Regardless of what kind of Equestria you're destined to make, I'm still not going to deal with them again."

"But isn't it your duty to deal with them?"

"It _was_ my duty until this evening."

"Are you sure?"

"Absolutely."

Magicon sighed and sunk lower in his chair, his hoofs in his lap as he thought.

"Then come with me, Cadance." He rose and exited towards the bedrooms. Cadance followed him, unsure of what Magicon had planned for her.

They didn't speak as they walked and Cadance kept her distance from Magicon. He just seemed off to her. Something was different. She couldn't put her hoof on it but Magicon had changed someway and somehow.

Arriving at Magicon's bedroom they both entered and Cadance stood near the door as Magicon lit the candles in his chamber.

"Umm…Magicon, what exactly do you want with me?"

"Oh, just a little thing. You'll be out of here and on your way soon enough." He kept his back turned toward her as he went over to his bookshelf and did the impossible: he pulled his ancient book from the back of the shelf. Telekinetically laying it on the bed Magicon motioned Cadance over as he flipped through the book.

"Do you know what this book is?" he asked.

Cadance glanced at the pages and shook her head. The cursive was flawless though the pages were yellow and old.

"If figured as much. Well, allow me to enlighten you, this book is an ancient spell-book specializing in dark magic."

"Dark magic? Magicon! You know that dark magic is forbidden in Equestria."

"_Was_ forbidden. There are a few _exceptions_ to that rule."

"And I suppose you're one of them?"

"Correct. Now, let's see, ah here we are."

"What is it?"

"It's a spell that will help you."

"I doubt dark magic can help me, Magicon. Thank you kindly for the offer but I must decline. I better get going."

She turned to head for the door but found it locked. Trying to open it telekinetically Cadance was knocked backwards by an enchantment preventing her from opening the lock. Turning back to Magicon she saw his horn glowing his signature lavender and felt herself hoisted over to him.

"No, I don't think you'll want to leave right now, Cadance. I have plans for you."

Suddenly Cadance felt frightened and in danger. Her very life might be at stake. She struggled to break Magicon's hold on her, but her lack of experience with dark magic or even with powerful magic was seriously hindering her.

"Let me go this instant!"

"Oh, I'll let you go as soon as you behave yourself."

"Behave myself?"

"That's right, Cadance. You see I need somepony to deal with the nobles and though I have one in the wings she has business to finish up in Ponyville. Until that time I need you to take care of it. Since you won't cooperate with me, I'm forced to subjugate you."

"You wouldn't dare!" she spat.

"Watch me," he said as chains rose out of the floor and locked themselves onto Cadance. She struggled to avoid them but it was no use. In less than ten seconds Cadance was bolted to the floor, unable to move, unable to break free. Only her head was able move and she looked up at Magicon with desperate and determined eyes.

She cast a spell which nearly hit Magicon and she prepared top cast another until she felt a hoof press onto her horn and force her head to the ground. Looking up, she saw Magicon standing practically on top of her. He spoke with menace and intensity in his voice.

"You will obey me or I will hurt you, Cadance. I don't want to, but if you force me to, I will do it. Now, you're going to be a good pony and do as I say."

"I won't!" Cadance rebutted.

"Oh you will, you will."

His horn began glowing and a lavender mist surrounded Cadance's and Magicon's heads. Everything else disappeared as their two heads seemed disconnected from their bodies and from Equestria. The world was spinning around both of them and wind pounded her face from all directions. Cadance panicked and struggled to break free, to no avail, while Magicon remained calm and unemotional.

"Will you listen to me?" His voice seemed deeper, powerful, and loud.

"No!" Cadance screamed.

"Let's try that again, will you listen to me?" the wind picked up and Cadance heard an intense buzzing sound in her head.

"No," she stammered.

The buzzing grew louder and the sound of scratches and screeches were now blasting in Cadance's ears. She had no way of stopping them and her mind was losing it.

"Alright, alright! I give in!"

The sounds immediately ceased and the winds died down, but Cadance felt lost and extremely confused.

"Good, now you will listen to me, Princess Mi Amore Cadanza. You will obey every word I say. You will continue to attend your courtly duties. You will not complain to me or anypony about them. You will do everything I ask you to do. You will stop asking about your husband, Shining Armor. You will stop worrying about him. You will believe every word I say about him. You will not question me. You will not attack me. You will not argue with me. Do you understand?"

While Magicon commanded Cadance, she felt herself trying to resist, desperate for anyway to escape. As he spoke, his words grew louder and more powerful. She felt herself losing control over her will. It was slipping and she couldn't save it. The winds rose again and began blasting her from all directions and there was nothing she could do.

Then the ear-splitting sounds were heard again and Cadance closed her eyes to try and block them out but they were just too loud. She was desperate to escape, anyway she could but there was nothing, absolutely nothing she could do.

"Open your eyes!" she heard and, without thinking, opened them. Immediately she felt pure darkness penetrate her and run through her head. She lost all feeling in her head and body, taking away every sense that was keeping her alive. She lost her senses and now stared blankly at Magicon.

"Princess Cadance, will you go to your courtly duties tomorrow?"

"Yes," she responded blindly.

"Will you engage with the nobility?"

"Yes."

"Will you complain to me about their problems?"

"No."

"Will you attack me?"

"No."

"Will you worry about your husband?"

"No."

"Will you obey my every word and action?"

"Yes."

Then she saw a light hit her which brought all feeling back to her. But instead of hearing pain or ear-splitting sounds, she heard nothing. Instead of feeling the brutal wind, she felt only her body. Instead of seeing Magicon's head and the purple mist around them, she saw the bedroom refocus around her.

The chains had disappeared and looking at Magicon she saw his magical aurora fading. Getting up she put her hoof to her head and looked over at Magicon who had closed his book and was putting it back on his shelf.

"Sit, Princess Cadance," he said with his back turned toward her.

She blindly obliged and sat, waiting for her next orders. Magicon came back to her and looked her directly in the eye.

"What are you going to do tomorrow?"

"I'm going to attend my courtly duties."

"Anything else?"

"No."

He smiled. "That's a good mare. Now, off you go."

She rose and left in military-like fashion and closed the door behind her as Magicon prepared his sheets for his long rest. One problem had been solved, but another one rose on his hoofs, one that he didn't know about.

In his rush to subjugate Princess Cadance Magicon had forgotten to construct a sound barrier. The two royal guards outside heard everything.


	28. Chapter 27

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 27**

He lay in his dark and damp cell, desperately trying to break the shackles on his hooves and his horn. Despite everything he tried, they remained firm and unyielding. From attempting to break, to lock picking, to injuring, these locks were unbreakable. On top of it, he had to be quiet. A loud noise would alert the guards who would restrain him even further without a second thought. He swore that they were slowly sapping his energy; they were giving him just enough food and water to live.

'To think they would give their captain some decent food,' he thought. He had hoped that Magicon would release him soon; he had lost his perception of time and had no idea how long he lay down in this cell.

'I wonder if those guards still care about me or remember me. Do they have a new captain? Do they blindly follow him and that bastard of a ruler? Where do their true loyalties lie?'

Shining Armor's thoughts were interrupted when the cell door unlocked and swung open. Bathed in torchlight, Shining Armor covered his eyes from the sudden change of light. As quickly as the light had appeared, it disappeared as a pony in armor walked into the cell. The cell window behind him was open, allowing minimal light in.

From what Shining Armor could see and hear, it was a Royal Guard standing before him, but whether it was a pegasus, unicorn, or earth pony he did not know.

"It's good to see you're alive, captain," he greeted.

"Captain? Am I still called that?" he asked, his voice was hoarse and cracked.

"Very much so, sir. Here, take this." The guard gave his canteen to Shining who quickly drained its contents.

"So, what are you doing here?"

"I have news for you."

"Oh, do you now?"

"I must be brief. I'm not supposed to even see you, much less talk with you. First, your sister has returned."

"I already know that. That bastard of a ruler already told me that she is alive and well."

"Alive, yes; well, no. She is sane, but still very upset over Celestia's death. She and her friends left yesterday to head back to Ponyville."

"Well, at least she has her friends."

"That's also news. You have a new assistant: Rainbow Dash."

Shining Armor's jaw dropped. "Wh…what?"

"Yes, sir. Magicon announced that Rainbow Dash would become our next Lieutenant and be in charge of the Royal Guard when you're incapable of doing it."

"So, I'm still Captain of the Royal Guard?"

"Technically, yes."

Feeling slightly relieved, he asked, "How did he get Rainbow Dash to agree on that?"

"No idea, sir."

"Anything else?"

"Yes, but you won't like it."

"Private, tell me what it is."

"Private? I'll have you know I am a sergeant."

"Does it really matter right now? In case you haven't noticed I'm _bolted to the wall_!"

"You of all ponies should respect military rank; it's proper fashion."

"Fine, _sergeant_, what is the news?"

"Your wife is not quite herself."

"What do you mean?"

"She's under a hex."

"What?"

"She is under a hex cast by Magicon. I heard him cast it on her last night as I stood guard with another guard outside his room."

"What kind of hex?"

"A very powerful one. He essentially made her his slave and to stop worrying about you."

Shining Armor was silent as he heard and tried to understand those words.

"That lying, disgusting, selfish bastard," he hissed under his breath.

"Pardon?"

"Nothing. Anything else?"

"No, sir."

"Has Magicon stated when I'll be free?"

"I have no knowledge of that, sir. But let me tell you that this latest incident has put the guard on edge. They're now quite suspicious of Magicon.'

"Alright. Thank you, sergeant."

"You're welcome, Captain."

They saluted and the guard left leaving Shining Armor alone, once again, in the darkness of his cell. The only sounds that could be heard were the muffled sobs for his wife.

* * *

The days turned into weeks which morphed into months. The norms were established and the new traditions set as the old ones disappeared. The Constitutional Convention had come and gone and a new Constitution had been written. Elections were held for the parliament and candidates from all of Equestria had campaigned for the votes of all ponies over the age of twenty-one, and only some achieved success. They now resided in Canterlot, debating and passing legislation for the new government.

As for the monarchy, Magicon had single-hoofedly transformed it. Instead of it being a regal and mostly restrained office, Magicon had thrust into the modern age. He met with ambassadors, foreign leaders, bureaucratic ministers, and average ponies all day. It wasn't enough just to smile, wave, and wear the crown. He had to run Equestria and he was doing it with complete success.

The five girls had returned to Canterlot, after a sorrowful good-bye to all of their treasures in Ponyville, and, although they all initially struggled to fit into their positions, they learned and were soon masters of their trade. Applejack, now sporting a dark brown coat which perfectly matched her cowpony hat, was glad to see that she had assistants and others in the Patent Office who did the office work while she tested all the new inventions and approved them. Often then not she would show the inventions to Magicon, who was highly impressed by the creativity and ingenuity of their inventors.

Thanks to those inventions technological changes were occurring all over Equestria. Candles were replaced by gas lamps. Street lights were powered by natural gas. Communications were now rapid thanks to long cable lines on wooden poles stretching alongside the railroad tracks. With a few simple clicks and silences, a message could be send across Equestria in a matter of seconds. Steam-power was also rising. New factories were sprouting up in the newer and larger cities, like Fillydelphia and Manehattan. They made all sorts of products, from garments to furniture to carriages.

"Magicon, ya' must see this here new invention," she often said to Magicon who always was curious and easily agreed to see it.

"What are we looking at?" he asked as he circled and inspected the large metal and wooden box with a central lens in the center standing on a tripod.

"It's called a photographic developer, or more commonly know as a camera," said the unicorn stallion who stood right beside it.

"It's a radical invention but it's amazin'," added Applejack.

"What does it do?"

"It takes a quick portrait of whatever the lens is focused on. For example, you see that bowl of fruit over there?" pointed the inventor.

"Yeah."

"Well, let's say you wanted to paint that in the most detailed and lifelike fashion, how long would it take you to do that?"

"A few days, maybe a week."

"Correct, but the camera will accomplish that in merely a few minutes. With a quick flash and some smoke, it takes a permanent and realistic picture of whatever is before the lens."

"Show me."

"Gladly."

The inventor brought himself behind the device, put a black blanket over his head and after a few moments a bright white flash and a small whiff of smoke emitted from the device. Applejack jumped a little bit and Magicon blinked several times. Emerging from the dark cover the inventor went next to the side of the device, pulled out a large white sheet and quickly ran it over to a nearby closet, placing it a basin of some liquid.

"Once a picture is taken, it must be developed to allow a clear image," she stated emerging from the closet. "Light must be minimal in order to have the correct image. In a few minutes we'll have the picture."

Indeed he was correct. He returned to the closet after a few minutes and pulled the picture and displayed it to Magicon. His jaw dropped as he saw the image.

"I…can't believe my eyes! This is even more detailed and realistic than a painting!"

"And it took so much less time. This device will be able to capture historical moments in real time and be accessible to all ponies."

"That's just amazing. You have my deepest compliments, sir."

"Thank you, your highness."

Turning towards Applejack, Magicon said, "Applejack, get this stallion a patent immediately. His invention is one-of-a-kind and will radically change Equestria for the better."

Many times Magicon was like this after seeing the new inventions. It was one of the main highlights of Magicon's dream: the advancement of Equestria. With Celestia's death came the liberation of science and technology. An industrial revolution had been ushered in thanks to Magicon. Though new problems arose, like pollution and worker safety, Magicon was nonetheless happy to see everything going so well.

He conveyed his happiness through Pinkie who talked to the Press and gave reporters the latest updates from the government as well as answering their questions. With more technology came more newspapers which demanded more reporters. Pinkie, dressed in a very bright and sparkly pink suit, happily obliged and was soon bouncing around from reporter to reporter, question to question, answering all of them in the best way possible. She never lost her happiness and she was an excellent source of information for Magicon.

"Magicon, a reporter from the Hoofington Chronicle wants your opinion on the new Hoofington Railway Terminal," asked Pinkie in Magicon's office.

"Tell him or her that the Railway Terminal is a beautiful building and combines practical function with elegant form. Ponies will feel rejuvenated and welcomed when they arrive in the station."

"The Stalliongrad Dispatch wants to know if anything is being done about the recent coal mining accident in the nearby mountains."

"The Department of State's Mining and Worker Safety Commission is already investigating the cause of the collapse and what can be done to ensure that it never happens again. They will issue their report once everything has been investigated and deemed safe to operate."

"Here's something from Ponyville," Pinkie squealed.

"Oh Ponyville? What is it?"

"It's a gossip article."

"Oh, Pinkie, you know I don't do gossip."

"I know but I think you'll want to answer this question. She wants to know where you got your cape."

"My cape?"

"Yes, sir."

"It was…a gift. A birthday present from an old friend."

"Can you be more specific?"

"No, I can't Pinkie and that's a sensitive topic. Drop it."

"Okey Dokey Lokey," she smiled and resumed her next round of questions until Magicon either wore out or Pinkie ran out of questions, the former being much more common. Only certain days resulted in many questions, but Pinkie had managed well with the reporters. She had managed to befriend them and gently persuade them to drop their personal questions toward Magicon and focus on policy. She had an uncanny gift for doing that, pleasing Magicon immensely.

But for Fluttershy it was a different story. The task of preserving Equestria's health proved to be a difficult one. With the new factories and industrialization ponies were getting sick or injured from their pollution and their unsafe conditions, worrying hospitals across Equestria.

"Umm…Magicon, sir?" Fluttershy, who refused to wear any clothes, asked while he was seated in her office.

"Yes, Fluttershy?" he asked as he turned his attention towards her and away from the office. There were way too many plants and animal portraits to his liking. It looked like nature worked here, not the head of the Department of Health and Safety

"I need…uh…you to get Parliament to pass an Anti-Pollution Law."

"Why can't you do that yourself? You can go before Parliament and ask for it."

"Oh no, I can't go before that many ponies. They'll stare at me and ask too many questions and I'll just get too nervous."

Magicon didn't bother arguing with her, he had tried and failed too many times in the past.

"Fine," he grumbled. "What is the new law and why do we need it?"

"Did you read the recent newspapers from Baltimare?"

"About the river?"

"Exactly. Factories along the river are deliberately dumping their wastes and other toxins into the river, killing fish and ruining the ecosystem of the river and its inhabitants. Ponies live along that river and the toxins are causing illness and hospital admittance rates to skyrocket."

"And you want me to ask Parliament to create a law that punishes those who pollute rivers?"

"Yes, please. They serve a vital function to the irrigation of farms and forests and life in all of Equestria."

"You bring up a valid point, Fluttershy. You do realize that will mean more on your part to oversee the law?"

"I know, but once hospital rates decrease and the rivers clean up we can decrease our role."

Magicon was silent as he weighed the pros and cons. "Alright, Fluttershy. During my next weekly address to Parliament I'll ask for an Anti-Pollution law."

"Thank you, Magicon."

Polluted rivers was just one the unexpected things that came from Magicon's reforms. In order to stop the pollution and prevent it Magicon had to increase the size of the government, hiring more ponies and creating more offices to oversee Equestria. The cost had risen, meaning higher taxes on ponies, mostly the rich, who grumbled about it without end.

For the old nobles, taxes were the last straw. Not only was Equestria breaking with so many traditions but a new breed of ponies was rising. These so called "robber-barons" were not from rich families or mired in centuries of nobility. They had made their fortunes thanks to their ingenuity and hard-work. Royal blood didn't matter to them; time and money did. Traditions meant nothing; unless it gave them more wealth and influence. The old nobles scoffed at these ponies and refused to admit them into their inner circles. Yet with the changing times the old nobles realized they would be the last of their kind and agreed to go with quiet dignity and grace; maintaining thee traditions and old glory of Equestria.

Rarity, dressed in her most elegant and regal self, sympathized with them and consoled them to the best of her ability. She naturally fit into her role and quickly became known throughout the circle as Magicon's best and only wise decision. She never told Magicon the complaints of the nobles; he had no interest in hearing about it. She shared their complaints with Princess Cadance who only sat in silence, never opening her mouth to object or comment on anything. Princess Cadance continued to attend the court despite Rarity's presence and though she had not objected to it, she was concerned.

"Magicon, permit me to ask you a question?"

"You can cease the formalities, Rarity, we're alone. You can be informal with me." The two of them were in the Dining Hall just after lunch. Rarity had pulled him aside and wanted to discuss something with him.

"Alright, if you insist. Why is Cadance still attending her courtly duties?"

"Is she not allowed to?"

"No, she certainly is. But I'm worried about her. She doesn't see quite herself."

"What do you mean?"

"I mean she doesn't complain, doesn't even respond to my suggestions. She just acts like a machine."

"That's not the Cadance I know."

"And what's more, she's become completely oblivious to Shining Armor. Like, the other night, we were talking and I asked if she ever heard from him and she just shrugged like she didn't care. Shining Armor is her _husband_ for pony's sake. Yet she acts like he's just another pony."

"That is…unexpected."

"Unexpected? It's downright dreadful. What's happened to our beloved Cadance?"

"I have no idea, but have you tried talking to her?"

"Many times and yet nothing. Every time I bring up Shining Armor she just becomes robotic. And I swear I can sense some magical energy around her when I try probing into her thoughts and feelings about Shining Armor."

"She knows," he mumbled.

"What was that?"

"Umm…I mean she goes. She just goes around doing her duty, like everypony in the government. She's just taking it to an extreme."

"I agree. Do you think you can talk to her? Maybe she'll respond better to you."

"I'll do my best," he lied. "Thank you for bringing this to my attention, Rarity. You better go before the noble's gossip about you too."

"Oh yes," she managed and quickly departed the hall leaving Magicon alone.

"She knows, or at least suspects, about the hex. Its effects are stronger than I thought. And they're starting to become permanent. Magical hexes can only be detected by unicorns and only then can they be detected if they are strong or becoming permanent. I have to talk to Cadance and get Rarity off her trail. She's the smartest of the group. If she manages to discover what happened with Cadance, Celestia knows where it will lead her afterwards. I will not have the Elements of Harmony turn against me. Rarity must get off the trail."

He rushed out of the Dining Hall, his cape flourishing behind him. He rushed out and directly bumped into Rainbow Dash, both of them falling backwards. Rubbing his head he looked over and saw Rainbow doing the same. She was wearing the newly designed cloth military uniform and she looked dashing in it.

"Lieutenant Dash, oh you must forgive me, I'm so sorry." He extended his hoof to help her as she dusted off her outfit.

"You need to watch where you're going, Magicon," she grunted.

"I'm sorry. I'm just in a rush."

"Aren't we all?"

"That depends, what are you doing?"

"I was going to headquarters and check on the daily reports of Equestria. Where were you going?"

"I was heading to the Throne Room. I need to speak with Princess Cadance."

"Ah, very good then." She began walking in the opposite direction before Magicon called to her.

"Rainbow Dash?"

She sighed and walked back towards the stallion. "Magicon, you know I don't like to be called that when I'm in uniform."

"Sorry, but I have to ask you something?"

"What is it?"

"How are you fairing with your role?"

"Just fine, sir."

"Be honest with me."

"I am."

Magicon looked at her with concerned eyes. "Are you sure?"

"Completely, sir."

"Alright, carry on then."

"You too, your highness."

Out of the five that came back to Canterlot Rainbow Dash seemed to have changed the most. She no longer seemed her crazy athletic and arrogant self. She was quieter, more prim and proper, and militaristic.

"The Royal Guard must have really done a number on her," he said to himself as he watched her depart. Once she rounded a corner Magicon turned towards the Throne Room, knowing what lay inside and hating every second of it.

"His Royal Highness, the Prince of Equestria!" a Royal Guard announced as Magicon entered the hall. He put on his formal and regal posture as he slowly walked in, not making eye contact with anypony.

The nobles were silent as they watched him slowly climb the steps and take a seat in his throne. He knew what they were thinking, but he didn't care. Once seated Magicon glanced over the crowd and motioned for Rarity and Cadance to come near him.

"Whenever you're ready," Rarity whispered.

Magicon simply nodded and turned towards Cadance.

"I need to speak with you later," he whispered.

"Very good, your highness."

He ushered them aside and, clearing his throat, rose from his throne.

"Greetings, fellow citizens," his voice echoed through the hall. "It is a wonderful time to see you all and meet with you. Some of you have come from far and wide; others have visited everyday. Whatever the case, I must thank you all for coming and am glad to see your devotion to Equestria and its government. At this time I will entertain your complaints, give my blessings, and do whatever I can to help you all. If you would all kindly form a single line, we'll get started."

They did so, but only the ponies who actually wanted to speak to him. The nobles simple closed their eyes, held their heads high, and walked out, no longer supportive of their ruler. Rarity chased after them, desperate to please them and to engage herself in their circle while Cadance remained at Magicon's side.

"Figures," Magicon said to himself as he motioned the ponies forward and began doing what he could for them. Somehow, he felt better without the nobles glaring him down, just waiting for him to mess-up. Common ponies were really his favorites. They had real problems and needed real help and he was more than happy to give it. They were also the best way he could tell if he was doing goof for Equestria. He would always ask the question, "What do you think of the new Equestria?"

"I love it."

"It's good, but could be better."

"It's alright."

"It's a little too fast for my liking."

"It should probably stop now."

"I liked it when Celestia and Luna were still alive."

He always received a variety of answers, some good and some bad. He knew that his reforms were getting mixed opinions but the results were still there. Equestria was modernizing and Magicon loved it. Everything was going perfectly, just perfectly.


	29. Chapter 28

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 28**

"You wished to see me, Magicon?" asked Cadance monotonously as she poked her head around Magicon's door into his office.

"Yes, Cadance. Please come in and have a seat."

She did as instructed while Magicon rose from behind his desk and sat directly across from her. Once they were seated Magicon spoke plainly.

"Now, Princess, it seems our little plan isn't really working. Rarity is beginning to notice and we can't have that now, can we?"

Cadance remained silent as he teased her.

"So, since Rarity notices, that means our little old hex might just be working a little too well. If she can sense not only your behavioral changes but also the magical aurora of the hex, then we have a very strong spell and a subject trying to break free on our hooves. Isn't that right Cadance?"

He could see a tiny part of her wince at the pain of the hex as she struggled to break free. Yet it was too powerful and she gave up, succumbing to a simple "yes" from her.

"That's right, Cadance. Oh, what a good answer from an obedient pony."

He saw her continue to struggle; trying to break the spell that was controlling her.

"I see you struggling for freedom, well why don't we have just a little freedom. After all, who ever got hurt from being free?"

His horn charged up and a small, but intense white light flew directly at Cadance impaling her body, causing to fall off the couch. She rose and put a hoof to her head and looked back at Magicon shock, confusion, and anger in her once again colorful eyes.

"Magicon! You lying, controlling, manipulative-"

She was cut off by the intense pain that flooded her ears and mind.

"No, no, no, Cadance," teased Magicon. "I said you could have a _little_ freedom, not _complete_ freedom. Enjoy it before I take it away."

Once the pain subsided after a few moments Cadance pulled her hoofs away from her head and looked at Magicon with confused eyes.

"Why?"

"Why what?"

"Why do you feel it's necessary to hex me?"

"Well, because you weren't obeying my orders. Everypony obeys my orders. I'm the Prince of Equestria after all."

"I can't believe you would do something like this."

"It was the only way to get you to stay and do your duty for Equestria."

"Duty, eh? It seems more than duty to me." She could feel the pain creeping up on her but she resisted. She was determined to know the truth.

"What do you mean?"

"I mean I think something else is at work here."

"What could possibly be at work here?"

"Perhaps the real reason why five, but not six, of the Elements of Harmony are here."

"I told you, Equestria needs them."

"Magicon, Equestria does not need five more ponies with administrative jobs."

"That's not for you to decide."

"But what about Twilight?"

"What about her?"

"Why hasn't she come to Canterlot?"

"I offered her the opportunity to be my apprentice in the near future but we both agreed that, at the time, it was just too soon. She needed to heal those wounds. Once that is complete I will gladly instruct her."

Cadance was silent for a few moments, resting from the growing pain and preparing for the next one that would come with her next question, "Magicon?"

"Yes?"

"Where is my husband?" The pain seared through her mind and she screamed from it. It was worse than any migraine; it was something beyond that. It was like her skull was slowly splitting in two and she had to live through every single second of its slow and merciless pain.

All while she screamed under the unyielding and agonizing pain, Magicon sat there impassively, taking in every moment and allowing Cadance to learn from her mistake of a question. Months ago, he would have cringed at this scene but now he sat impassively. It meant nothing; she meant nothing. She would've been dead a long time ago if it wasn't for Red-Blood's plan.

When the pain finally released its grip on Cadance she sat there as she quietly sobbed.

"I assume you understand the consequences for asking that sort of question," he said unemotionally.

She continued to sit in her pool of tears. She couldn't break free. She was defeated. She was his slave. She would never see her husband again. She would never know what happened to him. She would always be at the mercy of a cruel and merciless tyrant.

"Oh, stop your crying, dammit! I can't take it anymore! You've always been a whiny, cry-pony, always bitching and sobbing over the most useless of things!"

The insults only continued the sobbing, upsetting Magicon even more. Sick of it, he took the matter into his own hooves and smacked her right across the face. Cadance reeled backwards and put her hooves to her face. It stung to the touch and she dared not cry anymore, lest another smack or even worse came from Magicon. She simply sat in shock at what had just transpired.

"I have nothing further to say to you," Magicon stated flatly. "Now, I'm going to restore the hex to its fullest extent and you will resume your servitude to me."

His horn began charging once again but something ignited in Cadance. That slap had not only hurt her, both physically and emotionally; it made her stronger.

"You're hiding something, Magicon," she managed to say.

"What are you talking about?" His horn still glowed but remained at a constant brightness. Magicon was not yet casting the spell.

"I mean why else would you want to control me if I was going to look for something?" She could feel the pain coming back but she ignored it, pushing it to the back of her mind. She had a plan and she knew how to win.

"I have no idea what you're talking about. I have nothing to hide."

"Oh, then I'll ask you again, where is _that pony_?"

The pain flushed back, but less agonizing this time. It was like the hex only responded in fullest to 'husband' and 'Shining Armor'.

"I don't have to tell you," Magicon growled.

"But that means you know!"

"No, it doesn't."

"Yes, it does. If you didn't know then you would tell me, so since you refuse to tell me I can safely assume that you know where he is and are hiding it from me." The pain was growing but she kept fighting it; she had to bide her time.

"You're logic is flawed."

"And yours isn't? Face it, Magicon, whatever you've planned; it's over. Ah." She let out a small cry of pain. It was growing but she had to remain focused, just keep going.

"Oh no; it's not over. It'll never be over."

"And why…do you say that?"

"Because I can't be stopped. I am the Prince of Equestria and will reign for many years to come. I am beholden to nopony!"

It was working, she could see his arrogance rising.

"What about…Celestia?"

"No!" he shouted. "Not even your beloved dead princess will stop me! She's _dead_! Cold and Dead!"

"She'll never be dead! Not…as long…as everypony…loves her."

"No! She will fade into nothing more than a storybook character! She was nothing! I am everything! I am the Lord of Darkness!"

That was it! Mustering up everything she had in her, Cadance pushed past the darkness that held her and cast her signature spell. The pain seared inside her, worse than ever before but she pulled more magic. She wasn't going to lose. She was going to win. She was going to free herself and find her husband! With her last magic the pink heart popped out of her horn and swiftly collided with Magicon who desperately tried to cast a shield, only to have the heart pass through it and land right in-between his eyes.

He fell to the floor instantly, unconscious. Cadance also fell backwards, but from pure exhaustion, not pain. Slowly putting her hoof to her head she felt no pain. She felt calm and tired, but calm. There was no pain. The hex was gone! She had freed herself! She was her old self again!

Rising, she stretched her hooves and her body, allowing her free will to course through every part of her body. When she had finished she gazed over at the unconscious unicorn before her.

He had fallen on his back with his hooves at his sides. He looked so calm and peaceful in this stance, yet the pony inside was anything but those two traits.

Slowly standing on her hooves Cadance walked over and looked at Magicon. Checking to see if he was still breathing, she was relieved to know that he was.

"I'm sorry, Magicon. I didn't think my spell was that strong. But I had to free myself and find my husband. I can't be your slave; I just can't."

Just then the door was forced open and the two guard ponies rushed in. Cadance jumped back at their sudden appearance.

"Gu…guards…arrest Magicon at once."

The guards refused to obey her.

"Do as I say, please. You see the scene before you, it's obvious what happened."

"Quite the contrary, Princess," replied one of the guards.

"But…Magicon hexed me. I was under his complete control. You must believe me!"

"Then why is he on the floor unconscious?" asked the other guard.

"Because I used a spell to free myself from him."

"You mean you attacked the Prince of Equestria."

"In self-defense."

The two guards looked at each other, uneasy glances on their faces.

"I'm sorry, Princess, but we have a sworn allegiance to the Prince. You're under arrest."

"Me?! For what?"

"For assaulting the Prince of Equestria," stated the other guard.

"If you would kindly come with us-"

"No! You have to believe me! Magicon did this! It was Magicon's fault! Magicon!"

Her words fell on deaf ears as the two guards approached her and promptly clasped her in hoofcuffs.

"I'm sorry, Princess. But it's the law."

"No! Please, I beg you. Don't do this." She was on the verge of tears of desperation as the guards took her out of the room. She didn't struggle, only protesting and begging for her freedom. She had been free for less than a minute and now she was going into the dark and damp cells of the old dungeons. She cried as they walked her through the palace to them.

"Send for a doctor and Minister Fluttershy immediately," stated one of the guards to a passing servant. "Tell them that they are needed in Magicon's Office right away."

"Yes, sir."

"I…can't believe this," she sobbed as they opened the doors to the dungeons and carefully escorted her down to the cells.

"Princess, I'm sure this is a whole misunderstanding. We're just doing our job and from what we say in the room it looked like you attacked Magicon. We have to protect him at all costs, including arresting anypony who hurts him. I'm sure when he gains consciousness he'll have you released immediately."

She muffled a "yes" through her tears, knowing that it was a fools chance to hope for freedom anytime soon from that pony. As they arrived in the dark, cold, and damp dungeon she wondered how long she would have to live to suffer through this before her death. She was certain she would die here and would never know what happened to her husband or anything else that surrounded her and Magicon. It was all over for her.

As they finished their descent the were greeted by the dimply lit torches of a small entrance room and a Night Guard sitting near the steel door leading to the dungeons.

"Another prisoner?" he asked.

"A special one," replied the Royal Guard as they dragged her into the torchlight.

The Night Guard blinked a few times at the sight before him.

"What charge?"

"Assaulting the Prince of Equestria."

He sighed. "Very well, Princess. Come with me."

He rose, unlocked the steel door, and the three entered the endless hallway lined with cells, mostly empty until they turned two corners and found the section for crimes of her nature. Opening the door to the nearest cell, they escorted Princess Luna inside. Unlike Shining Armor's cell, this one had no steel door, just steel bars that allowed her to see into the hallway. There were no chains on the walls, allowing her to roam about the cell, and a small bed was propped up against the wall, allowing her minimal comfort. She made no resistance and hung her head low as she entered her prison.

"We'll notify the guard of what occurred and what can be done for you," said the Royal Guard.

"In the meantime, welcome to your new home," added the Night Guard as he closed the cell and left Cadance in the dark, the only light illuminating from the torches down the hall.

All she could do was cry to herself and for herself. A victory turned sour. Freedom turned into imprisonment. A Princess and now a prisoner.

* * *

"You're going to Tartarus," she stated.

"Just like you," he replied.

"You honestly think I'm still like that?"

"Old sins can never be forgiven."

"Old sins are always forgiven if the sinner is truly sorry for committing them."

"You're not sorry."

"I am sorry, but you're not."

"What does it matter to you? You're dead."

"Oh, no, Magicon. I'll never be dead. I'll always be here, watching you."

"Just leave me alone."

"Why? So you can kill Princess Cadance?"

"That's not my job."

"Oh, right. That's the job for your apprentice that you'll never have."

"Stop it."

"You can't have her as an apprentice."

"And why not?"

"Because she can sense your dark energies and wants no part of it. You think I don't know my student? Please, I trained her to stay far away from ponies like you."

"You have no influence on her."

"You underestimate my impact I had on her. I've taught her, trained her, and molded her to what she is today. My influence will always be on her."

Magicon glared at her. He knew she was right, but there had to be some way to break Celestia's hold on Twilight. She was dead; her influence dying, and becoming a memory and pony of legends.

"You will never destroy me, Magicon. You think you can take over my throne, repeal my laws, and dishonor me, but you will fail."

"You can't see the future. You don't control fate."

"I'm older than you and know where this will end."

"And where will that be?"

"With your ultimate destruction."

"You're crazy."

"Oh, am I now? I'm not the one talking to myself in my dreams."

"Just shut up."

"You're losing your sanity, Magicon."

"Shut up."

"You can stop now before it's too late."

"I told you to SHUT UP!" An uncontrollable killing curse erupted out of Magicon's body and hit Celestia square in the face. She fell instantly as the spell bounced over her dead corpse and flew right back at Magicon. He gasped and with widened eyes, tried to do something, anything, before it crashed against him. But he was powerless. He spell was too powerful and too fast. Magicon's fate would end here. Just as it was about to hit him, Magicon awoke.

He jumped up and wildly threw his head and hooves around, making sure that he was still alive. The sound of a sweet and quiet voice convinced him of where he was.

"Relax, Magicon," comforted Fluttershy. "It was just a bad dream. You're safe."

Taking deep breaths, Magicon looked around. He was sill in his office, albeit on one of the couches with the new gas lamps hissing and giving the room more light than any candle would do.

Looking over at Fluttershy, he asked, "How long have I been out?"

"For a few hours. You were unconscious when I saw you and I immediately checked your health. You seem fine, though I suggest you get some more rest."

"Can I have some water?"

"Here you are, sir," emerged Rainbow Dash with a glass of water that Magicon quickly drowned.

"Thank you, Lieutenant."

"The guards informed me of what occurred."

"Oh, they did?"

"Yes, sir. I do hope that it was some misunderstanding between you and Princess Cadance and I ask you that you release her immediately."

"Rainbow!" exclaimed Fluttershy. "Magicon is tired and in no position to make those kind of decisions right now."

"Don't call me _Rainbow_, Madame Secretary," the lieutenant hissed.

"Oh, I'm sorry," Fluttershy apologized meekly.

"No, it's quite alright," said Magicon. "Thank you both for coming and taking care of me."

"You're very welcome."

"Now then, Lieutenant, you want me to release Princess Cadance?"

"Yes, sir."

He paused a moment to think, even though he already knew the answer. "I'm sorry, Lieutenant Dash. I can't release her."

"Permission to ask why sir?"

"Granted. I do hope the guards told you what they had to say for it is the truth. Cadance attacked me and was planning on ending me."

"Oh my," gasped Fluttershy.

"She did something with her love spell that knocked me out. I don't know what she planned to do with me afterwards but I can say it wouldn't have been good."

"I just…can't believe that," said Rainbow.

"I'm sorry, Lieutenant. It's the truth. Cadance will face justice for her crime against me."

"You would put Cadance on trial?" asked Fluttershy.

Magicon nodded. "I have to make her understand her mistakes and learn from them. The only way I can do that is put her on the stand. She has the right to a fair trial, it's in the Constitution, and I do hope that she learns from her mistake."

Rainbow shook her head. "I must protest, sir. Princess Cadance is a good pony. Pardon her. You have that power and can use it at anytime."

"As much as it would do her and me good, a lesson must be learned here."

"But, sir-"

"No, Lieutenant. My mind is set and I'm not yielding to your opinions. Return to your post. You are dismissed."

Grudgingly, Rainbow Dash saluted and left the office in annoyance leaving Magicon and Fluttershy alone.

"So…um…how are you feeling?" she asked.

"Better."

"What hurts?"

"My head throbs."

"You need to lie down and get some more rest. Sunrise isn't for a few hours so you can sleep."

Magicon slowly nodded, but was reluctant to go to sleep. "Fluttershy?"

"Yes, sir?"

"Do you think I'm a…bad pony?"

"What do you mean?"

"Well, I've been having dreams lately, nightmares really, where I keep getting accused of doing terrible things to Equestria and ruining everything Celestia and Luna built."

"Oh…are the nobles getting to you, sir?"

"No, it's not them. Just tell me, am I a bad pony?"

"No, of course not, sir. You're doing great things for Equestria. I mean, the things you've done are different from what the princesses did but they're still good things."

"Are you sure?"

"Yes."

"Thank you, Fluttershy. That just makes me feel better."

"I'm glad to hear it. Anything else I can do for you?"

"Can you escort me back to my room?"

"Of course."

He slowly put a hoof around her as she gently struggled to pull him up off the couch. Though Magicon was trying, he felt weak in his hooves and his head felt heavy. He put a hoof around Fluttershy as they slowly walked out of his office and down the hall towards his room.

As they walked, Magicon asked, "Have you seen your friends lately?"

"Well…I've seen them, but I haven't really talked with them. We're all just so busy."

"But what about the weekends?"

Fluttershy shook her head. "For Lieutenant Dash, there's never a break from duty. She's always worried about her guard. Rarity uses all of her time to spend it with the nobility and Pinkie Pie is often in the kitchens baking. I don't know where Applejack goes and I either stay here or go on hikes and take care of woodland creatures."

Magicon nodded, whether from understanding of Fluttershy's words or satisfaction of his own plan was unknown to her.

They passed only the Royal Guards who, Magicon swore, kept giving him glares or annoyed looks at him. Each time they passed a guardspony Magicon quickly turned his head to see if they were glaring at him. He knew they were whispering things about him in the barracks. They knew the truth about their captain and where Princess Cadance lay. Even Lieutenant Dash and Fluttershy knew about Princess Cadance. That secret would fly and Magicon would either have to release her or find a legitimate reason to hold her.

She would face trial but perhaps he could pardon her. Then an idea popped into his head: scare her into silence. He had done it with Shining Armor and he could do it with Princess Cadance. Not only would it dispel the rumors it would only look like a misunderstanding to the public. He could easily solve that. Questions about Shining Armor would be raised but he could handle that. He had fought Shining Armor hoof to hoof and won. He could easily control the questions and interests about his wife.

When the two arrived at Magicon's room, Fluttershy assisted Magicon into his comfortable bed and left him with a single "good night". Once she left Magicon rose out of bed and went over to his desk. Telekinetically picking up his quill he began slowly writing a small note in the same style as a former captain and now prisoner. This note would dispel all rumors, silence the guard, and allow Magicon to take the matter into his own hooves. Princess Cadance would be pardoned in exchange for her silence; that was guaranteed. Shining Armor, on the other hoof, would have a very different fate, a much darker and deadly one.


	30. Chapter 29

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 29**

"You can't be serious?" questioned Lieutenant Dash.

"Deadly serious, sir," replied one of the guards. Rainbow Dash was seated with her guards in the barracks outside the palace. Each of them answered her various questions, trying to help her understand and make sense of what was going on with their Prince and his prisoners.

"So, you're telling me that the real Captain of the Royal Guard is being held prisoner right here in Canterlot?" she asked in disbelief.

"That is correct, sir."

"No trial?"

"He was thrown in prison before the Constitution was adopted; he has no rights."

"What did he do?"

"He attacked Magicon. I was one of the guards that saw it. I had to restrain him. It was sickening."

"I just can't believe it."

"He's in the dungeons, though good luck getting in."

"Excuse me?"

"Sorry, sir, but it isn't easy to get into those dungeons. The Night Guards are solely in charge of that."

"I've had trouble giving what information I could to Shining to keep him updated," said another guard.

"Unless Magicon decides to throw another pony down there, then we really can't go down there," stated a third.

"And what about Princess Cadance?" asked one of the guards.

"I can answer that," stated Rainbow. "Magicon isn't pardoning her; at least not yet. He wants her to go to trial."

"That's going to look very bad for him."

"He knows that but he is only responsible to himself and only answers to himself. As long as he doesn't do anything illegal or break his oath, he can pretty much do whatever he wants," stated Rainbow.

"Sir?"

"Yes, private?"

"What are we going to do? Magicon is becoming a tyrant."

"Watch your tongue, private!" snapped Rainbow as the guard lowered his head, ashamed. "But, yes, the question remains of what we're going to do. But you're telling me that Magicon has kept Shining Armor down there since Luna's death?"

"I'm afraid so, sir."

"He never even considered releasing him?"

"No, sir and from what the Night Guards have heard from Magicon's and Shining Armor's conversations in his cell, they had some sort of affair together."

Rainbow Dash jumped and fell backwards out of her chair, completely caught off-guard by that last statement.

"Lieutenant, are you alright?" asked the nearest guards rushing to her aid.

"I'm fine," she answered. "Now, what in Equestria do you mean they had an 'affair' together?"

"From what the Night Guards heard they said Magicon was angry at Shining for falling in love and marrying Cadance when he could've had him."

"That doesn't mean they had an affair. It just means Magicon likes Shining…oh my," she stammered at the realization. "You mean our Ruler…is…is..."

"A coltcuddler, yes," stated one of the guards.

Rainbow put a hoof to her head and closed her eyes, trying to makes sense of it.

"Wait, did they ever actually have sexual relations?"

"The Night Guards heard this: Shining Armor said, 'Magicon, nopony would ever want you,' while Magicon replied, 'You did."

Rainbow Dash sat in silence, her breathing heavy as she listened to that last statement and the meaning behind it. "Though those words are suspicious, they're not conclusive proof of them doing anything."

"But it makes sense, sir. Think about it, we know that Shining Armor returned to Canterlot a few nights after Luna's death and visited Magicon that night. The two guards outside Magicon's room can vouch that. They saw Magicon and Shining leave Magicon's room together and Magicon returned early the next morning, half-dazed. Shining Armor returned to Magicon's room later that morning and summoned the two day guards into the room. I was one of them. He asked us if we saw him last night, and as day guards we were sleeping during the night so we couldn't have seen him. He didn't ask the other guards, who were off-duty during the day. Then Shining and Magicon go about their day and worked to raise the sun and moon. Sometime before that, Shining Armor asked the off-duty guards about his presence and they confirmed that he was in Canterlot that night.

"He approached Magicon about it, probably after they raise the sun and moon, and something happened. We don't know what; it was silent outside Magicon's room. Then we hear Magicon yell for the guards and we rush in and we see Magicon cowering behind some debris and Shining Armor preparing to attack him. We stop him and throw him in the dungeon under Magicon's orders."

"And Magicon visited him afterwards?" asked Rainbow.

"He visited him a few days afterwards and that's where we got the information from the Night Guards."

"It's so confusing," exclaimed Rainbow.

"And we haven't figured out the whole picture yet."

"I can see that. But tell me, what does Shining know?"

"He knows about your promotion, Twilight's safety, and Cadance's hex."

"Wait? Cadance's hex?"

They guards exchanged glances and one of the older ones spoke.

"Princess Cadance was under a hex that Magicon cast."

"No; that's not possible."

"It was. He controlled her every move and made her his slave."

"How do we know this?"

"We heard him cast it," answered one of the guards who guarded Magicon's room during the episode.

"How long ago was it?"

"Only a few days after she, you, and your friends returned."

"She's been under a hex that long?!" exclaimed Rainbow.

"I'm afraid so, sir."

"So, what happened afterwards?"

"She broke from his hex and knocked him unconscious," stated another guard. "We were the two guards who were outside Magicon's office when it happened." He gestured toward the other guardspony who nodded in agreement before he spoke.

"We saw Magicon unconscious on the floor and since Cadance was the only one in the room we had to assume that she attacked Magicon. We had to arrest her."

"So that's the reason behind the attack," pondered Rainbow. "I knew there had to be something else. Cadance is not the pony to attack just out of nowhere."

"Sir?" asked another guard.

"Yes?"

"What do we do now?"

"Well, I need to talk to Magicon and get his side of the story."

"Lieutenant, I must object to that," stated one of the older guards.

"Why?"

"Because that's how Magicon wins. He starts talking with ponies then either provokes them or does something to cause them to attack him, then calls in the guard and forces us to arrest them. He would do the same to you and we would be forced to arrest you."

"You wouldn't do that!"

"As suspicious as we are of Magicon, we don't know how powerful he is and we don't know what he could do to us. If it came between him and you, we'd have to side with him. He's just too popular. The public is on his side."

Rainbow sat in silence, somewhat confused and shocked. Magicon had always been a friend to her: kind, compassionate, always looking out for the good of Equestria. Now here was lying, manipulating, and ruining the lives of select ponies. Her own captain was a prisoner and now she realized why he wanted her in charge.

"He thought I was stupid," mumbled Rainbow.

"Excuse me, sir?"

"He thought I was stupid!" she yelled. "He thought I wouldn't ask all these questions and settle into this role so well. He thought you guys would have difficulty following my orders and grumble about me. He didn't think I would become this close with you and he didn't think you guys knew so much. It's one thing to throw a pony in prison, another to underestimate one of the Elements of Harmony. He's going down!"

"Lieutenant, please!" exclaimed one of the older guards. "I know it's upsetting for you and for us, but you heard what we said. It'll be suicide for you if you confront him face-to-face. He probably won't hold back. He'll probably destroy you."

"He can't harm me! I'm Rainbow Dash!"

"As fast and skilled as you are he has magic and he can control you so easily. Trust us. Look at Princess Cadance. Look at Shining Armor. They confronted him and look where they ended up. We don't want that to happen to you. Don't force us to do it."

She looked around at her guards, all wearing pleading faces, silently begging her to wait and not confront him. Realizing that, she sighed, crossed her hooves, and turned her anger into bitterness at being defeated.

"It's not all bad," reassured a younger guard. "There is a way we can confront Magicon: blackmail."

"Private, we're not spies. We are the Royal Guard. If we were caught with Blackmail against Magicon, the leader we swore to protect, we would be tried for treason and probably executed," stated the older guard.

"He's right," added another one. "But that doesn't mean we can't stop Magicon. Perhaps a small overthrow would send him a message."

"You're suggesting a coup?"

"Why, _coup_ is such a strong word. I prefer _change in styles_."

"Regardless, of what you call it; that doesn't change the fact that we would be committing treason. If we were unsuccessful we wouldn't even have a trial. Magicon could do whatever he sees fits."

"But a coup might be the only way," stated Rainbow slowly rising in front of the group.

"But isn't it a little extreme for that?" asked one of the guards. "I mean, he is very popular amongst the general ponies."

"Except the nobility," chimed in another.

"Magicon has already lost their support, so they could be on our side," added the elder one.

"Yes, they could. But I'm having extreme difficulty with orchestrating a coup," stated Rainbow. "I have pledged my loyalty to protecting Magicon."

"You also pledged your loyalty to protecting Equestria."

"But, let's be realistic, what has Magicon actually done that's harmed Equestria?"

They sat in silence, trying to find a legitimate answer to the question. After a few minutes it dawned on them that, although Magicon had personal conflicts with certain ponies, he never abused his power nor hurt anypony outside his inner circle, without reason.

"So, he really isn't a tyrant?" asked one of the younger guards.

"Unfortunately, no. He just has some personal issues with ponies that cross his path," answered the elder guard.

"So what do we do now?" asked another guard.

"First, I need to see Shining Armor. Second, I need to talk to Princess Cadance. Third, regardless of it's a good decision or not, I have to talk to Magicon. I have to know what he's thinking. As for you all, carry on with your duties. This meeting never took place and all you know is the orders that are given to you. Understand?"

"Sir, yes, sir," they stated saluting their commander as she walked out of the barracks and headed back to the palace.

"Sir?" asked one of the privates once she was out of sight.

"Yes, private?"

"She's changed."

"Yes. Much like everything else in Equestria, she has changed."

* * *

It was still dark when she left. All was quiet as she quickly packed her things, hitched on her saddlebags, and finalized her note to Spike. As she closed and locked the library she could see the light of the early morning just beginning to creep over the horizon. The chill in the morning air was the sign that winter was on its way. The trees had already shed their leaves and now the barren brown and gray land awaited the white snow that would coat it for three months until the next spring.

Twilight didn't know how she had managed to survive over the summer and autumn, but she did. But next spring was what worried her. It would be one year since Princess Celestia's death. One year since she had seen her brother. One year since the changing of the times. The change had taken her friends but left her behind. She had managed to survive, burying herself in her books and trying to continue her studies.

Often then not, she remembered to write a letter to Princess Celestia every Tuesday only to have Spike reminder of the facts-at-hoof. Her friends' letters had become rarer and rarer. They seemed so busy; she wondered if they even remembered her. But that was a ludicrous thought. They were the best of friends and even with their lifestyle changes, they would remain together.

But while her friends and Equestria advanced, Twilight felt abandoned. She had seen the changes around Equestria. New farming machinery had helped the Apple Family keep up with Harvest Season. New ovens allowed the Cakes to bake more cakes, pies, and other delectable deserts for everypony. Ponyville Hospital also gained new doctors and nurses thanks to Fluttershy's commitment to quality Health Care. Rarity's Carousel Boutique had been sold to an elderly mare who kept the shop running, but began changing the store from a high-end boutique to a standard clothes shop, displaying the newest outfits from clothing factories all over Equestria.

The biggest industrialization to Equestria was the telegraph lines, gas lamps, and expanded Railroad Services. Being in the heart of Equestria Ponyville was quickly becoming a major trade center. The small market had expanded with larger buildings, more ponies, and a busier lifestyle. Though some of Ponyville's old charms remained, her library attracted the same trickle as before, Twilight saw the new Equestria unfold right before her.

Walking through the streets on this early morning, Twilight saw the initial deliveries of fresh fruits and vegetables arrive at the market stalls. The streets were mostly quiet other than the delivery carts and the distant whistle of a train could be heard. The gas lamps lined the streets, quietly hissing to the few passing by. Twilight paused to stare up through the glass at the flame. Its small heat was compensated by its light which illuminated the area around Twilight. Its flame seemed eternal, it didn't even flicker. If there was an eternal flame for Twilight, it was very dim now.

Sighing and moving on, Twilight soon found herself at the train station. Due to the increased commercial trade Ponyville station could now serve three trains at a time. New tracks had been laid and new platforms erected. The station itself was undergoing an expansion to handle the increased commerce. Construction beams and scaffolding surrounded the building as Twilight silently passed through the double doors into the station.

Inside, Twilight was instantly comforted by the warmth and light inside. She saw a few other ponies, sitting on the long, wooden benches, awaiting their train to wherever they were going. Checking the departures board, Twilight saw she had fifteen minutes until her train arrived. She walked over to the ticket booth and quietly purchased her ticket to Canterlot. Sitting down on a lonely bench, Twilight plucked out an apple from her bag and began slowly munching away, relishing in its freshness and deliciousness that only the Apple Family could provide.

She saw the newspaper pony just open his stand on the far side of the station and decided to see the latest news in Ponyville and in Equestria.

"One _Ponyville Express_, please."

"Sure thing," said the newspony as he hoofed over the latest edition as she tossed over her bits.

"Still use bits, I see."

"Yeah, the new paper currency is just too new for me."

"Respectable opinion. It's only been out for a month and some towns don't even have it yet. Plus the paper currency is good for larger purchases, not for small ones like a single newspaper."

Twilight nodded and said, "Thank you," and returned to her seat. Scanning through the headlines Twilight found nothing that really interested her.

The headlines told of everything: from the newest inventions, to bills presented in Parliament, to the state of the economy, and to the next cultural events. Yet Twilight was only half-interested in any of it. She skimmed through most of the stories, catching little sentences and phrases as she read her way through the paper.

"Nothing good, is there?" said a female voice. Lowering the paper in front of her Twilight saw that Derpy was standing before her. A small smile was on her face and her eyes looking in two opposite directions, like they weren't even focused on Twilight at all.

"Yeah, well, no. There's nothing interesting. What are you doing here so early, Derpy? Shouldn't you be at home?"

"I like to go out in the mornings before the sunrise. Reminds me of another day to live and be happy."

"Yeah…well, I better get going. My train will be arriving in a few minutes."

"Can't you stay for a few?"

"No, I really shouldn't. I better go."

"And where are you going?"

"Canterlot."

"Oh, fun. I remember that city. Too many ponies for me. Too much noise. But very pretty. What are you going for?"

"I need to see my friends. They're in Canterlot."

"Oh, that sounds fun."

"Yeah, fun."

"You don't seem very excited to see them." Derpy sat next to Twilight, her eyes still disconnected, making it difficult for Twilight to talk to her. She decided to look at Derpy's muzzle; it was just easier that way.

"They don't know I'm coming," she mumbled.

"They don't? You should throw them a surprise party!"

"I don't think that would be appropriate."

"It's not about being appropriate; it's about celebrating your friendship."

"Yeah…"

"Listen, kid, friendship is the greatest gift a pony can have. You mustn't lose it. If you do, you'll end up being just a lonely and miserable pony that nopony likes."

'For a moment, that didn't sound like Derpy', Twilight thought.

"That's really nice and encouraging to say, Derpy, but…"

"But you haven't seen them in a long time and you wonder if they'll even want to talk to you."

"Well…uhh…yeah."

"Look, they're your best friends, right?"

"Yes."

"You would do anything for them and they would do the same to you, right?"

"Of course."

"Then quit worrying about it. They're your friends. They'll understand and they'll heal those wounds and give you treasure memories to last a lifetime."

'Wow. That was surprisingly good advice.'

"Thanks for the advice, Derpy. It'll help. I better get onto the platform; my train should be arriving really soon." Twilight rose from the bench, checked her saddlebags and walked towards the platform.

"Take care, uh…Twilight," called Derpy waving her hoof as Twilight turned her head and returned the gesture.

"Dopey Pony," she teased under her breath with a small smile.

She pushed through the doors onto the platform, the cold air hitting her hard. Once on the platform she waited for her train. Other ponies soon followed her, doing the same thing. Whether it was for business, personal, or reasons otherwise they all had to go somewhere. She shivered in the early winter chill and hoped her train would arrive quickly.

It did. Beyond the hills she could hear the whistle and the smoke billowing as the train rounded the hill and pulled into Ponyville Station with a hiss of steam and the squealing of brakes. Twilight scuttled into the nearest coach and found herself a warm seat. Canterlot was now only a few hours away. She would find her friends and get to the bottom of this mystery about their silence.

* * *

For Fluttershy, Magicon's tiredness had presented her with an unavoidable opportunity to know more about the pony she worked for. Though, initially skeptical, Fluttershy overcame it to study just how powerful was the spell that had knocked him out and what Cadance knew. She wasn't skilled in the magical arts, but knew enough about them to understand a few key elements.

For one, Cadance had been under some kind of spell. Two, she had overcome that spell with a very powerful counter that not only released her from her spell, but struck Magicon as well. Fluttershy guessed that it was Cadance's signature love spell, since it was the only thing she had been willing to use on anypony.

As for Magicon, Fluttershy realized that he hadn't been getting good sleep for a few weeks now. She could only assume that it was because of those nightmares. Though what they were was a complete mystery, they had to be very powerful and emotional ones to keep reappearing for weeks.

Something else bothered her too. Magicon had asked her if he was a good pony. She had given the best answer she could, but she felt there something more behind that question. There were many definitions and implications of the word 'good' and Fluttershy tried to find the best one to fit what Magicon was talking about. None really fit and she didn't have enough information to conclude what was ailing Magicon, but something was troubling him, something big.

It hadn't been the nobles, it wasn't Shining Armor (Celestia knew where he was). It couldn't be Princess Cadance, could it? No, Magicon loved her, though his refusal to pardon her seemed very strange and saddening. Maybe he was just confused or too tired. Maybe he was still angry at her for attacking him and succeeding. Maybe…

There were too many 'maybe's', too many 'I think', and too many 'what if's'. They kept giving Fluttershy too many possibilities and she was not going to find the real answer with that many choices. What she realized was that in order to get her own answers, she would have to speak with Magicon himself. She had to figure out just what was ailing him and what she could do to help. It would not only serve in his interest, but also in hers. The old field of psychology was experiencing new growth with new medicines and procedures that could help unstable and often crazy ponies.

Probing the mind was quickly rising and Fluttershy wanted to see if the technique could work on Magicon. Not only would it help him; it would help her understand how a pony thinks and how they deal with certain problems and things like nightmares. Maybe she could cure him, but at least she could help him when he needed it. She at least, had to try.


	31. Chapter 30

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 30**

The morning came quickly to everypony, but especially Rainbow Dash. The night had revealed much to her. She still didn't understand most of it, but she knew enough to ask questions and see for herself what her guards were talking about.

Making her way through the palace the guards subtly pointed in the direction of the dungeons and she quickly found the entrance. Not surprisingly the door was locked but a nearby guard whispered where a key was kept. She found it with ease and made her way down the dark, damp, and cold steps towards the cells.

Once arriving she saw a Night Guard sitting at the entrance, calmly doing his duty. He noticed her and hastily rose and saluted her.

"At ease," she stated.

"Permission to speak, Lieutenant?"

"Granted."

"What are you doing down here?"

"I've come to investigate. Your guard and my guard have been in close contact about the recent events regarding Magicon and the two ponies down here. May I enter?"

"Certainly. Who do you wish to see first?"

"Princess Cadance."

The guard unlocked the door the dungeons and escorted Rainbow through the dimly lit hallways until they reached a celled hallway. Rainbow could see inside the cells and it was not pretty at all. They were old, cowered in water, mold, and asbestosis. Everything was decrepit and it did not look comfortable at all. They slowly walked further down the hallway until they reached a cell and stopped.

"You have a visitor, Princess Cadance," stated the guard.

In the dim light Rainbow could faintly see a large pony rise and make her way towards her. Coming into the light Rainbow stared shockingly at the alicorn in front of her. Princess Cadance was a complete wreck. Her mane out-of-control, her face saturated with tears, and dirty all over. Yet her eyes lit up at the sight of Rainbow Dash.

"Rainbow?" she asked softly.

"Yes. I'm here, Cadance."

Walking as close as she could they embraced each others hooves and attempted to give each other an affectionate hug, between the bars that separated them.

"The guard told me everything," Rainbow said.

"Okay," Cadance muffled.

"I'm so sorry to see what happened to you. I begged Magicon to change his mind but he refused."

"I don't think he'll ever change his mind. He's extremely stubborn and practically insane."

"I just can't believe what he did to you and your husband."

"My husband? What did he do to my husband?"

"You don't know?"

"No."

Rainbow made an uneasy face, unsure whether or not she should be the pony to tell Cadance about her husband.

"Well…um…it seems that your husband was never away on military matters. He was here in Canterlot the whole time."

"What?"

"Yeah…he's down here in the dungeons. He's been here ever since Princess Luna died."

"What!?"

"I'm sorry you have to hear this."

"No, no, no, Rainbow. Thank you. I just…never knew."

"You wouldn't. Nopony is supposed to know other than Magicon and the guards which take an oath of silence. It's only because they trust me that they told me about your husband."

"Why…why is he down here?"

"For attacking Magicon head-on."

Cadance turned from Rainbow and looked at the stone floor. She was beyond the point of crying. She just wanted to see her husband again.

"Listen, Cadance, I know it's really hard for you, as it is for me, but I need you to be strong for Equestria. I'm going to talk to your husband right now and see what I can do for him. Then I'll ask Magicon, once again, to set you free."

"Thank you, Rainbow."

"I do hope you can forgive my guard for what they've done to you."

"They're just doing their job. I know it's not right, but I can't blame them. They were doing what they were trained to do. Tell them they are forgiven."

"Thank you, Princess."

"And thank you, Rainbow Dash."

"You're welcome, Princess Cadance."

They embraced each other in another hug, both hoping that Cadance would be freed, both hoping that Magicon would change, both hoping that Equestria would be restored.

After a few long moments they split with a few 'good-byes and good lucks' to each other. The Night Guard then escorted Rainbow through the labyrinth of dark and empty cells and hallways to Shining Armor.

Unlike Cadance's cells, these cells had no bars, just doors with window slots. There were more guards lining the hallways here and Rainbow felt like they were watching her with a careful eye.

Arriving at Shining's cell the guard unlocked the door, slowly opened it, and allowed Rainbow Dash to walk inside. It was brutally dark and the guard handed a torch to Rainbow who held it with her as she walked in. She didn't see anypony at first but the sound of clanging chains told her otherwise.

Turning towards the direction of the sound Rainbow cautiously made her way forward as Shining Armor's frame became visible. Rainbow almost dropped her torch at the sight of him, but took a deep breath and did her best to remain calm.

The chains remained clasped around his hooves and a large metallic device hung on his horn, keep his head low. He lay there, motionless, only his faint breathing could be heard. His white coat and blue mane were barely recognizable under the dirt and grime that covered him. And the smell was absolutely filthy, but Rainbow remained resolute and did her best to stay strong for him. This was her superior, they pony she directly served.

"Shining?" she asked.

"Who are you?" he hoarsely asked, not raising his head.

"Your lieutenant."

He raised his head and squinted at the light, making out the cyan pony with the rainbow mane in front of him.

"Rainbow? Is that you?"

"Yes, captain."

"Captain? Please, I'm no captain. You're the captain now."

"No, Shining, you're still captain in the eyes of the Royal Guard and me."

He sighed, "What are you doing here?"

"Seeing for myself what the guard told me."

"They told you about me?"

"And Cadance."

"Is she still under the hex?"

"No, but she's now a prisoner here just like you."

"What?!"

"She broke free from the hex then Magicon promptly arrested her. I just visited her. She conveys her love for you."

"I can't believe this. First me, then my wife, and Celestia knows who next."

"I'm sorry I had to be the bearer of bad news."

"No, Rainbow, you did the right thing. What else do I need to know?"

"I told Cadance that you're down here. She's probably either celebrating that you're alive or weeping for you."

"Or both." He paused. "It doesn't matter anyway. The fact is that we're both stuck down here thanks to one bastard of a pony upstairs."

Rainbow remained silent. "I can't state my personal feelings toward him. But I will tell you that my opinion of him has changed."

"You're still new and naïve. Don't be foolish and fall into his trap. Once you get close to him he just springs and destroys you."

"Is that what he did to you that night?"

Shining was silent after hearing that question. He recently asked, "Did the guard tell you that?"

"They rumored it, though nothing is confirmed."

He sighed and motioned Rainbow to come over to him.

"It's not easy for me to say this," he whispered. "But let me be the one to clarify your thoughts. The guards have taken an extreme risk by telling you as much as they could and you're at risk for what you're doing. But, let me put your thoughts at rest. Yes…we did it that night."

He hesitated on those last words but Rainbow heard them clearer than any bell. She paused a few moments before calmly speaking.

"Shining, I just want to let you know, that I don't care what you did or what you feelings you had. What happened happened. There's no point in holding it in. Anyway, I still respect you. You are still my captain."

"Thank you, Lieutenant Dash."

"Please, call me Rainbow Dash."

"Okay, thank you, Rainbow Dash."

They hugged each other.

"I will make things right, I promise."

"Thank you for everything, Rainbow."

She smiled and broke from the hug and rose. She gave a one last look and smile towards her captain before the guard closed the door behind her. She hated the sound, knowing that it meant more time that he had to spend in the cell.

As she slowly walked towards the exit of the dungeons her mind slowly understood what had transpired. Shining Armor had cheated on his wife with Magicon then Magicon betrayed him and threw him in jail. He had never left Canterlot; it had all been a lie. Magicon had lied about him and possibly other things. But Rainbow didn't dwell on the other possibilities. She had one goal right now: confront Magicon, get some real answers from him, and release his two prisoners.

She ignored the advice of the older guardsponies. They were old fools, mired in Equestria's old traditions. This was the new, rougher, tougher, dirtier, and more dangerous Equestria. One that Rainbow Dash was prepared for and it was this preparedness that drove her to spread her wings and soar out of the dungeons. She was doing the right thing, just like Applejack had said.

* * *

Fluttershy welcomed the sunrise and its prospects for her. Today, she would help her contribution to psychology and show everypony that Magicon had made the right decision in putting her in charge of the Health and Safety Department. Much like Equestria, she had changed. A new and more confident Fluttershy had replaced the quiet and scared one. Though her old self was still there, it was small compared to the growing importance of the new Fluttershy. It wasn't arrogant, like another self she had, just confident and more assertive.

She was doing good for Equestria by making it safer for everypony. Now Magicon needed her, even if he didn't realize it. She was the never kind of pony to leave something unattended, especially another living creature. Magicon was suffering sleep depravation and had the potential to make major errors and judgments. Equestria couldn't afford that. He had to be his best all the time and Fluttershy had to help him be that pony.

She had spent the rest of the night researching on sleep problems and nightmares, becoming more convinced that she could solve them or at least make them bearable for him as she read into her books and journals. The study of sleep had fascinated ponies for centuries and hundreds of theories had been hypothesized about why ponies sleep and why they dreamed. Fluttershy ignored many of them and focused on the nightmares. Though theories abounded about them, Fluttershy only wanted to know what she could do to help Magicon. The best solution was to talk to him and allow him to consciously describe what he was experiencing and what might be triggering them.

Satisfied that was the answer Fluttershy decided to speak to Magicon immediately, in case he had any dreams or nightmares from his sleep.

Knocking softly on his door, Fluttershy heard no answer. Turning the knob and slowly opening the door, Fluttershy peaked in to see a sleeping Magicon in his bed. She quietly entered and closed the door softly behind her, being extra cautious to not disturb the sleeping unicorn.

Quietly walking over to the unicorn, she put a hoof to his forehead and was relieved to find no fever. Checking his pulse, she was further relieved by its calm and steady beat. He seemed completely healthy. Deciding to keep watch over him just to be on the safe side Fluttershy went over to Magicon's desk to grab the chair when she noticed a small note on the desk.

It was glowing a crimson red, no doubt from some type of magical spell. She didn't grab it; the glow might be a protective spell that might hurt her. Besides, she could read it anyway.

'Why would somepony put a spell on an opened note?' she wondered as she checked over her shoulder. Magicon remained motionless, other than his slowly rising and falling chest.

'I really shouldn't be snooping, I know better. But maybe Magicon wrote this. Maybe it can help with understanding his sleep problems. Maybe it's a description of his dream. Only one way to find out. Be a strong girl, Fluttershy. You can do this.'

She took a deep breath and began slowly reading the note. The cursive wasn't Magicon's; she had seen his writing so many times. But it wasn't only the hoofwriting that was different, it was what it spelled.

_Magicon,_

_It is with the heaviest heart that I write this letter to you. I can't believe that it has come to this, but I must be brief. I don't know how much longer I have yet to live. Regardless of if I do or not rest assured that Equestria is safe. My military position has been compromised and I've been forced into hiding forever. I cannot return to Equestria and if I did, I risk the safety of the ponies I've sworn to protect. Do not look for me, do not send a search party after me, it would only result in more bloodshed. You've done what you could to protect me and Equestria and I thank you. Let Equestria know that I carried my duty to the very end. Tell Cadance and Twilight I love them._

_ Yours,_

_ Shining Armor_

Fluttershy read the letter with shocked eyes and a bursting heart. It just couldn't be possible. Shining Armor captured? Not escaping? Possibly dead? It was just too sad, too incomprehensible, and too wrong!

"Shocking, isn't it?" said a deep voice behind her that made her jump into the air.

Gasping and turning around, Fluttershy saw that Magicon had awoken and was standing directly behind her. A calm, but strange look bore his face. Fluttershy couldn't tell what it was that made it so strange, but it didn't look like his normal self.

"I'm sorry for startling you, Fluttershy."

"It's…it's…alright, Magicon," she gasped as she landed back on her hooves.

"I was hoping you wouldn't have to read that." He stretched his hoof to the note.

"I…just can't believe it."

"I can't either."

"Why?"

"To protect us. By sacrificing himself, Shining Armor is protecting the ponies he loves."

"Surely you're going to search for him."

"I tend to listen to the words of the ponies in the military, especially a pony like Shining Armor. I trust him to know what is best, even if it regrettably means not sending ponies for him."

"But you can't be serious?"

"Unfortunately, I am."

"You're allowing the highest military pony in Equestria just to fall off the face of Equestria just like that?"

"I don't have a choice. I don't know who captured him and I can't risk an international crisis."

"I can't…believe you. Do you have no kindness?"

"It's not lack of kindness; it's trusting the right ponies. I trust Shining Armor as should everypony. Speaking of trusting, mind telling me what you're doing in my room anyway?"

"Oh…I…umm…came to help you with your dreams and nightmares."

"Oh, is there something wrong?"

"Well, it's just…I've noticed you've been having trouble sleeping and with your nightmare from last night…I…uh…assumed they were causing sleeping troubles for you."

Magicon paused a moment to think. "Yes, Fluttershy, you are smart. I have been having trouble sleeping and it's because of those nightmares. But rest assured, I have a technique that will stop them from occurring."

"You do?"

"Yes and I'll do it as soon as possible so that I can sleep better."

"Oh, well…then that's great."

"Yes. Yes it is. Now, why don't you get some breakfast. I'll be down shortly."

"You don't need me?"

"No! I mean no thank you. I'll be fine."

"Alright," Fluttershy began walking towards the door as Magicon turned towards his bathroom. As she neared the door Magicon called her.

"Yes, Magicon?"

"Don't tell anypony about that note. Equestria will soon learn about it soon enough. Okay?"

"Okay," she mumbled and quietly left, defeated. Once outside she hung her head low and trudged down the halls.

Her attempt to help Magicon had failed. She hadn't been able to even get him to talk about his nightmares. He said he knew what to do, yet she had no idea whether he was being truthful or not. As she made her way down the halls Fluttershy noticed a cyan pony in military uniform quickly approaching her. She looked determined and focused and as she passed she didn't even acknowledge Fluttershy's presence.

'Well, that was strange,' she thought as she watched Rainbow continue down the hall. 'I wonder what she's up to.'

Deciding to find out Fluttershy turned around and followed Rainbow Dash, curious to see where she was going. Surprisingly, she saw Rainbow speak with the two guards outside Magicon's room and then enter it. Fluttershy didn't know what Rainbow needed to talk about or why, but she guessed it was something important. Yet she wouldn't be able to hear it. She would have to wait. Darting into the nearest room, Fluttershy sat herself down and waited.

* * *

"Good morning, Lieutenant," greeted Rainbow as she entered the room.

"Good morning, sir," she replied. "How are you feeling?"

"Very good, actually. I needed that sleep."

"Yes, sir."

"Now, what can I do for you?"

"I have some questions that I need to ask you. I'm a little confused about recent events and need to know the truth."

"Of course, be my guest."

Rainbow took a deep breath and asked, "Have you changed your mind with regards to Princess Cadance?"

Magicon paused, his good moon dispersing instantly. "Yes, I have. She will be pardoned in full."

"Oh, thank goodness," relieved Rainbow. "Now, has there been any news regarding Shining Armor?"

"Why do you ask?"

"Oh…umm…because the guard has been…bothering me about it."

Magicon gave a suspicious glance at Rainbow, unsure whether she was lying or not. "Do you really need to know?"

"It would be a great help to them knowing where there captain is and when he will return."

"Yes, I can see the merit in that. Very well, Rainbow, there is a note on my desk from him. I only received it last night. I was hoping I would be able to deliver its message in a better fashion, but you leave me no choice. Go ahead and read it."

She made one last glance at Magicon before running over to the desk and read the magically protected note. As she read confusion overcame her face. Nothing was adding up. This was Shining Armor's hoofwriting but she had just seen him earlier. She knew that he had never traveled on some mission; he had always been in Canterlot. But his hoofwriting was unmistakable. Either this was a forgery or Shining was hiding or something else was at work here. The possibilities suddenly became endless to her and she had no idea what to do.

"I…can't believe it," she finally admitted.

"Believe it or not, Shining Armor is not going to return."

"I can believe that, what I can't believe is the letter. Shining has been here-"

"What do you mean?" asked Magicon, quick to cut her off.

"Oh, I mean this letter just doesn't add up."

"How so?"

"Well, because Shining isn't away. He's here in Canterlot."

"And what makes you think that?"

"Because when I went down to the dungeons to speak with Princess Cadance, I found… evidence that Shining Armor was there."

An angry and crossed look overcame Magicon's face. He realized where she had been and what she had discovered, though to what extent remained a mystery.

"You mean you went down to the dungeons?"

"Yes, sir. Is that illegal?"

"For a pony of your ranks, no. But you shouldn't have gone down there."

"I had to talk to Princess Cadance. She needed help."

"She deserved what she got."

Rainbow's jaw dropped. "How can you say that?!"

"Because it's the truth. She attacked me and had to be punished. It's only out a deal that I am pardoning her."

"Oh, a deal? Like the ones you made with Shining Armor?"

"What are you talking about?"

"I know what you did with him that night. I heard it right from the source."

A shocked expression overcame Magicon and he was quick to react, slapping Rainbow across the face.

"You are out of line, Lieutenant. Now, you will not speak of this to anypony and obey my orders," he hissed.

Rainbow rose quickly and charged directly at Magicon. She was too fast for him to block and she tackled him instantly. They were suddenly brawling, hoof to hoof. Rainbow tried to throw punches and attacks at Magicon who dodged some and was hit by others. He tried to counter with some of his own, but Rainbow was faster, stronger, and more experienced. It wasn't going well for him at all.

She tossed him over and he was suddenly on his stomach as she forcefully grabbed his hooves and pulled them behind his back. It was painful, but Magicon only quietly winced.

"You're going to jail, Rainbow, for what you're doing."

"You're the one who's going to jail. My captain will be freed. I don't care what personal feelings you had for him, it's still wrong to throw him in jail afterwards."

"You pathetic pegasus, you have no idea what he did!"

"I have a good idea."

"No you don't! You think it was only about sex? Ha! You're dumber than I thought!"

She pulled on his hooves tighter causing him to yell in pain.

"I know why you put me in this position," she stated. "You thought I couldn't handle the guard. You thought they would put me in my place. Well, they did, protecting Equestria from you!"

"Oh yes, launching a coup against me would've been just perfect."

Rainbow tried to hide her shock and was thankful that she was behind the unicorn so he couldn't see her shocked expression.

"You think I don't know what's going on in my own guard? Please. So much for your loyalty to Equestria. You don't deserve that element."

"I'm being loyal to my friends. That's more than Equestria."

"What friends? When was the last time you seriously hung out with them? When was the last time you even spoke to them?"

"Shut up!" she yelled once again pulling his hooves.

"You think you are doing Equestria a great service, but let me tell you that this will end in your ultimate destruction. How unfortunate. I was planning to promote you to become the next Captain of the Royal Guard. Too bad that won't happen!"

"Not gonna happen," she said before a sudden blast knocked her off Magicon. Turning towards him, she saw him slowly getting up, his horn charged. Not wasting a minute she charged but he was prepared, casting a shield that Rainbow slammed directly into. She wouldn't be swayed so easily though, deciding to take to the sky and soar around the room. She made attempts to hit Magicon from her height but was blocked by his spells.

Magicon in turn shot freezing spells, paralyzing spells, and dark curses at her as she dodged them with relative ease. They continued their game of cat and mouse for Celestia knew how long; time was so distorted when one is in a frenzy. Suddenly a bolt of lightning crashed right in front of Rainbow and a quick spell crashed against her, forcing her to the ground.

She landed with a heavy thud and chains swarmed around her before she was able to pull away. She grunted and yelled, but the chains refused to budge. She tried to fly but ropes quickly encircled her wings and forced them closed and pressed against her body. She was now a prisoner.

"Don't bother resisting or trying to break free," Magicon said in his dark voice. "Shining wasn't able to and neither will you. You know I was hoping that it wouldn't come to this, but it looks like it has. Come, Rainbow Dash I have plans for you."

He telekinetically grabbed his old book from the bookshelf and walked up to Rainbow Dash. With a loud thud, the book slammed against Rainbow's face causing her to collapse and Magicon quickly added a knock-out spell for good measure. He then teleported himself and Rainbow out of the room. He had plans for her, big ones. He had


	32. Chapter 31

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 31**

Her train pulled into Canterlot with a hiss of steam and smoke and the piercing squeal of brakes. Other trains were already in the station, some from far off destinations, and others from close towns and villages. Just like Ponyville Station, the Canterlot Terminal had grown significantly. More tracks, more trains, and more ponies now occupied the steel, marble, and limestone building.

Twilight hadn't been in Canterlot ever since she left with her friends some months ago and was nervous to see them. She didn't know what to expect when she saw them and she wondered how they changed. She knew they had, their decreasing communication confirmed it; she just didn't know how.

Climbing out of the train Twilight joined the throng of ponies making their way through the terminal. Most of them were in Canterlot for business, but a few were carrying saddlebags and suitcases for a long visit to relatives or friends in the city. Twilight was amongst them as she exited the station and stood on the sidewalk. The cold air brushed against her and she pulled the scarf tighter around her.

She gazed out onto the street to see that, despite all the innovation in Equestria, Canterlot had remained relatively unchanged. Most of the buildings were the same, the trees and lamps still lined the cobblestoned streets that ponies still thronged about. The only changes that Twilight saw were the increased number of ponies and the railroad tracks embedded in the center of the street that carried pony-drawn and steam-powered trolleys, clanging their way through the streets.

Deciding to walk to the Palace Twilight descended to the sidewalk and made her way towards the government plaza. When she had last been there only the Palace, a few small buildings, the Supreme Court, and a central courtyard had existed. Now she saw that the Palace was equally matched by the Parliament Building whose towers and columns evoked the grandeur and magnificence of Equestria and its new democracy. In addition, larger and newer buildings had been constructed near the Palace, housing the various governmental departments. Twilight could only assume that Fluttershy worked in the Department of Health and Safety's pale yellow building and Applejack worked in the Patent Office housed in the caramel-colored building across the plaza.

The courtyard, with its large bronze and marble fountain, which had once looked too large, for the plaza now fit in perfectly with the new construction. Everything was clean, refined, and fresh; something definitely evoking awe and wonder to the average visiting pony who had never seen anything like this before.

But average ponies weren't in the courtyard yet. The day was still early and the only ponies Twilight saw were the hundreds of bureaucratic ponies scurrying into their respective buildings and offices. For them it was just another day at the office; implementing laws and policies, trying to help the ponies of Equestria, and earning their pay. They seemed focused on their own work and their own thoughts as they walked past Twilight into buildings and courtyards, escaping the cold on the outside.

'Maybe I came too early?' she thought as she moved towards the center of the courtyard, approaching the fountain. The water had been emptied for the winter but that still didn't diminish the beautiful sculptures of ponies. They were so detailed; almost lifelike. Reading the small plaque below it Twilight saw that it was called _The Triumph of Democracy_ and sculpted earlier that year.

Examining it Twilight saw a group of ponies rising from the center, all looking forward toward the sky. One pony held a scroll, another, a gavel, and still another, a pen. Unicorns, pegasi, and earth ponies rose behind them but what Twilight noticed was the pony just slightly above the rest of the crowd. It was Magicon, with his hoof outstretched either pointing towards something or gesturing the group towards the idea of democracy, Twilight wasn't sure which. Either way, Twilight admired the unicorn. He had faced the toughest of obstacles and had overcome many of them, almost singlehoofedly.

Raising the sun and moon and making them independent, introducing democracy to Equestria, creating a constitution, restructuring the government, allowing technological advancements, and moving forward with social progress were all under his saddle. These were all on his list of accomplishments and he had only been in office for nine months. He had come far but Twilight was sure that there was still much more to be done. But right now, she wasn't here on business, she was here because of her friends.

Thinking of them, Twilight looked around, unsure exactly where to start with them. She doubted she'd be able to walk in and see any of them except…Rarity! She would be the first. Rarity was now in charge of socializing with the nobility. Twilight could easily get into the Throne Room and meet with her there. Rarity would be understanding and sympathetic and know the taps on how to reach the rest of the group.

Turning towards the palace Twilight walked through its opened gates and into the gardens. Though barren, Twilight could still see that they were meticulously cared for the enjoyment of everypony. She saw a few Royal Guards on duty but paid them no mind as she walked into the entrance hall of the palace.

It looked the same as when she left it, with its large windows, some made of stained glass, and vaulted ceilings. Though not as large as the throne room, it was still beautifully designed and pleasing to the eye. Making her way towards the end of the throne room she saw the same secretary still seated behind her large wooden desk, checking papers.

"Can I help you?" she asked as Twilight approached, not raising her head.

"Yes. I'd like to see Miss Rarity Belle as soon as possible."

"Name."

"Twilight Sparkle."

The secretary looked up and stared at Twilight for a moment, unsure if it was actually her.

"Twilight, my dear, is that really you?"

"Yes, it is."

"Oh my, my, my, I do apologize. I didn't even recognize your voice. Welcome back! What brings you here?"

"My friends."

"Oh? Well, that's wonderful to hear! Come with me, I'll escort you to Rarity myself. She'll be so happy to see you."

"Let's hope so," Twilight mumbled as she followed the secretary out of the entrance hall towards the heart of the palace. It wouldn't be long now. She would see her friends and solve her mystery.

* * *

Rainbow dash woke up drearily and hazily. Her vision slowly returned to her but she wasn't sure if she was awake or not. She couldn't tell if her eyes were open or closed. The darkness was the same either way and her senses were blurred. Her head was also sore, but she couldn't move her hooves to test the sensitivity.

She realized that her hooves were stretched and clamped above and below her frame. Something cold was also set against her back. It suddenly dawned on Rainbow that she was clamped to some kind of metal table, unable to move. From the way her head and body were being pulled towards the floor meant that she wasn't laying down. She was upright, as if she was standing on her two hind hooves, some distance above the floor or hanging from the ceiling. Her uniform was still on her, but was pulling downwards, an obvious sign of her upright position.

She slowly tried to move but only found a few centimeters of wiggle room. She realized her mouth hadn't been taped shut and she called out for help and to see if anypony was there. All she heard was her voice echo around the room.

'I must be in some large room, but where? Where am I? What did Magicon do to me? Why did he do this to me? I have to get out of here! I have to help Cadance and Shining Armor!'

She slowly tried to inch her wings and managed to move them between her body and the steel before the sound of hooves made her stop. She didn't fold them back against her body, just slid them back behind her, trying to cover them.

The hooves moved slowly but steadily growing louder towards her. Rainbow fell silent, trying to listen to the hooves. One of the many things she learned in the military was how to listen and observe.

Soon she saw a light accompanying those hooves. But it was soon joined by other lights that grew brighter as the hooves approached. Then Rainbow saw a pony turn the corner, a lantern hanging from its mouth and a cape dragging behind him. She knew who that pony was and judging by the light reflecting off the crystal and rocks it suddenly dawned on her that she was in the caves beneath Canterlot that Twilight and Cadance had been prisoners in nearly three years ago!

"Hello Rainbow," greeted Magicon with his deeper and darker voice. "Welcome to your new home."

Rainbow was silent and glared at him as he approached and set the gas lantern on a wooden table nearby.

"What? No 'hello', no 'let me go', no nothing?" he asked teasingly as he approached her.

"I have nothing to say to you. You are violating your oath."

"Do I look like I care?"

"My guard will overthrow you."

"Not going to happen once you and your ex-captain are out of the picture. The guard will fear me."

"You're a sick pony, you know that?"

"That is a matter of perspective."

"That's the word: _perspective_ and mine has certainly changed thanks to you. What happened to you?"

"I could ask you the same thing. But, I'll spare you the hardship; you'll have it soon enough anyway. I've always been like this. I've just always hid it. One my greatest feats is my ability to wear masks. Everypony has been fooled, including you."

"I won't make that mistake again."

"You're right, Rainbow, you won't. In fact, you won't be making any more mistakes much longer."

"If you think you're going to hex me, you've got another thing coming."

"Hex? Oh, please, Rainbow, that's too funny," Magicon chuckled. "Why would I hex you? What purpose would that serve me?"

Rainbow remained silent, deciding not to afford Magicon the enjoyment of her answering questions.

"It would serve no purpose," Magicon continued. "You don't even deserve a hex anyway. You're sentence will be much more…_gruesome_ and _deadly_."

Despite Rainbow's military defiance and resilience a small chill went down her spine with those words. Magicon didn't notice Rainbow's fear as he went over to the table and went into the drawer and pulled out something that would scare anypony to death.

He put the handle in its mouth and the silver blade reflected against the light as he slowly approached Rainbow. Her military toughness completely collapsed as fear and pure terror overcame her face. She squirmed to get free as Magicon approached her.

"What? Are you sacred? You were the Lieutenant of the Royal Guard. You should be able to handle this kind of pain."

"Don't do it, Magicon. It's torture."

"I know that and it's going to be agonizingly painful for you. Where should I start? That, beautiful mane of yours? Your hooves? Your cute little nose? Or what about that cutie mark you probably worked so hard to earn?"

He gingerly put the knife in his hooves as he pointed to each location, Rainbow becoming more scared with each part.

"No, Magicon! Please, don't do this," she begged.

"I have no choice."

"Just kill me; it'll be a lot easier!"

"Now is that the Rainbow I know? What happened to the confident, do-whatever-you-want-to-me type of pony?"

She couldn't even make eye-contact with him; she was just too scared.

"Tell you what, Rainbow. We'll start easy with your own uniform. You won't need it anymore."

He tossed the hat off her mane and, with a strong pull, tore the uniform off her exposing her chest and the rest of her body.

"Magicon…please. You're a good pony. Don't do this!"

"You leave me no choice. You attacked _me_ and you know too much."

"I can know nothing! I can pretend nothing happened!"

"Now, what good would that do for you? Face it, Rainbow, you're finished. You not only discovered the truth about Shining Armor, but also a dark secret about me. I can't allow you to live."

"Then, why torture me? You told me a while back that you didn't like blood and gore."

"Yes, well, I've changed. I can do it when the circumstances are necessary."

"You're lying! You don't want to do this! You know you don't!"

"You don't know anything about me."

"I know enough. If I must die, allow me to die with honor and in proper military fashion. Don't resort to this!"

"I said I can't do that, Rainbow."

"But you'll torture me? Why?"

"For…for…" his eyes darted to the ground. In truth Magicon still cringed at the thought of him torturing Rainbow. She was right; he didn't like torture and he would be breaking his oath and the constitution. He already bore so much on his consciousness and the disappearance of Rainbow Dash along with Shining Armor's false capture would raise many questions about Equestria's military and their competence.

Rainbow was right about something else: the guard. If he tortured and killed her, the guard would hate him. They would find out; they always did and plot to overthrow him. They would break their loyalty and he knew he couldn't fight than many ponies.

He sighed and lowered the knife from Rainbow's body. He let it fall to the ground as he looked back at the cyan pony, with the slightest remorse in his eyes.

"I'm…I'm sorry, Rainbow. I overreacted. I should've been honest with you."

"Well, now is not a bad time to start. Please, unlock me and tell me what's wrong. I'll do what I can to help."

Magicon didn't know why but he found comfort in her voice as he gazed into her magenta eyes. They were full of compassion but he didn't know if he could trust her.

"If I unlock you, can we just forget about this whole mess?"

"Absolutely. And I won't do anything to harm you so long as you release Shining Armor and Cadance."

"I already was going to release Cadance. As for Shining, I can never release him. He's just too dangerous of a pony."

"Have a heart, forgive him and release him."

"I…can't."

"Then at least talk to him. Get an understanding between you two. I'm sure you two can figure something out."

"Yeah…maybe."

"Come on, Magicon. Just let me go of these chains and bolts." She slowly began prepping her wings silently behind her back, ready for her moment.

"I must be insane for trusting you," he mumbled to himself as he unlocked the clamps around Rainbow's hooves.

As soon as he opened the last one Rainbow tore out of the cave throwing Magicon back, leaving a faint rainbow trail behind her. She just had to get out and help her friends, too much was at stake. She realized that her loyalties had never lied with Magicon or his Equestria but with the real Equestria; the one built on love and friendship. The one Princesses Celestia and Luna created. She dashed through the tunnels as fast as she could, trying to find a way out, anyway.

For Magicon, Rainbow's betrayal was not surprising. Yet, he smacked himself for being so foolish.

"Dammit! How can I be so foolish? How can I trust her!? Why do I try? Why do I strive for ponies to understand me? They will never understand me! They can't understand me! Rainbow Dash will be dead if I ever lay my hooves on her again!"

He rose, picked up the knife and lantern and left the tunnels back towards the Palace. He didn't know what to do about Rainbow or the Royal Guard but her friends might know what to do. He decided to visit them and see what he could learn from them.

* * *

For Fluttershy the wait was becoming intolerable. Neither of them had emerged and the guards remained outside the door, like statues. Her duties were also worrying her. She should be in her office right now, checking on the latest reports from her agents and inspecting factories. She couldn't just sit around and do nothing; that was useless. She sighed as she realized she had to give up her own desires for the betterment of Equestria.

Rising and leaving the room Fluttershy walked down the halls of the palace towards the exit. She was sure Rainbow and Magicon were just having a long and complicated talk. She didn't want to ruin that, so she let them have their privacy. It was disappointing but a new sight replaced that disappointment. Rounding a corner Fluttershy came face to face with the pony she least expected: Twilight.

They both froze and looked at each other with curiosity. Another older mare was with Twilight but she was silent as the two "friends" examined each other.

"Fluttershy?"

"Twilight?"

They approached each other, just to make sure the other was real and not some figment of their imaginations. When they realized the truth they embraced each other warmly.

"How've you been?" asked Fluttershy.

"Alright, and you?"

"Alright. Why are you here in Canterlot?"

"I came to see you all. None of you have written ever since the end of summer. I was worried."

"Oh, well, we've just been so busy."

"That's what I figured, but have you talked with the other girls recently?"

Fluttershy looked down at the floor, somewhat ashamed. "In truth, no. We haven't really talked or even seen each other. We've really become disconnected."

To Twilight those words stung harshly. "How…how is that possible?"

"We've been so busy with our own things. I'm sorry, Twilight."

"No, no, it's not your fault Fluttershy. You're doing your duty for Equestria and that's what matters, even if it does mean sacrificing some of our friendship."

"Twilight, I do hope you can forgive us. We're all really sorry."

"I do, but I still want to see the rest of the gang."

"Of course. I'll join you. Who are we seeing?"

"Rarity Belle," the secretary chimed in and began leading the two girls towards her chamber.

As they walked Twilight asked, "So what's it like in your job?"

"Really busy. I have to make sure that ponies aren't getting killed or sick when they're working in the factories. Some of the stories I've read are shocking. Nopony can believe them."

"I trust you can."

"I do and I do what I can to stop it. Most times I'm successful while other times I make little progress."

"But you're still doing the right thing, Fluttershy. Equestria is probably so thankful for you and your service."

"Oh, well, I do my duty. That's all."

They quickly arrived at Rarity's room and the secretary knocked asking, "Miss Rarity, I know it's a little early but you have some very special guests who wish to see you."

"Tell them to wait. I haven't done my hair," she answered from behind the door.

"Miss Rarity, does the name Twilight Sparkle ring a bell?"

There was silence and the sound of the door being unlocked and opened. Once opened Rarity emerged with a look of surprise at seeing her friend before her. She looked prim, proper, and elegant, as always, but that didn't disguise her surprise.

"Tw…Twilight?"

"Hello, Rarity."

"Oh my Celestia! What are you doing here?"

"I came to see you and the rest of the group. None of you have written to me in the past months. I was afraid something was wrong. May we come in?"

"Of course," she said, gesturing aside allowing the girls to enter.

"I will leave you three alone," said the secretary and left the girls.

Once inside Rarity's sparkling and elegant room Twilight and Fluttershy sat down on plush chairs as Rarity warmed some tea for them.

"I see you already found Fluttershy," stated Rarity.

"Yes. She tells me she's been very busy. I assume the same for you."

"Oh yes. Pleasing the nobility is extremely difficult. I do my best but still sometimes it just goes wrong. I do hate it when it does that."

"Do you work with Princess Cadance?"

"Yes and she was a delight, though lately she hasn't been herself."

"What do you mean?" asked Fluttershy.

"I mean, she's been robotic and extremely obedient of Magicon. I've never seen her like this and I swear I could sense some magic on her."

"She's an alicorn, Rarity; she always has magic on her," stated Fluttershy.

"No, not like that. It's like she's under a hex or curse or something."

"You think somepony put a curse on Cadance?" asked Twilight.

"It's very possible though I can't imagine what pony would do that."

"Do you think Magicon might know more about this?" asked Fluttershy.

"He might indeed. That's actually a brilliant idea, Fluttershy. Let's go talk to him right away. Twilight you can also ask him to be your new teacher, I mean if that's alright with you."

"Let's first worry about Cadance before me," reminded Twilight.

"Oh, and Twilight?"

"Yes, Rarity?"

"When we get the chance you must tell me all about Ponyville."

"Of course, Rarity."

So the three mares rose and left Rarity's room on their way towards Magicon's. Twilight was unsure if she would happy to see him. She wasn't excited by any means to see him but she was curious to know what was going on with Cadance and possibly her brother. Magicon would have the answers, Twilight was sure of that.

* * *

He emerged from his chamber and beckoned the two guards to follow him. As they made their way through the palace Magicon ordered any passing guards to meet him in the barracks in five minutes. He had something very important to discuss with all of the guards.

Once he arrived at the base just outside the palace, the guards immediately ceased their activities and rose, waiting for instructions from their prince. They dare not speak or gossip about him or his appearance, which was tired extremely tired. They wondered how he was functioning with some obvious signs of no sleep.

Magicon spoke quickly and clearly, attempting to hide his exhaustion. "Good morning, my loyal guardsponies. I have some news that I wish to discuss with you. Earlier this morning, Lieutenant Dash confronted me and told me that she recently spoke with Princess Cadance and Shining Armor. Now, I only know one group of ponies could give her their whereabouts and that's all of you. While you're allowed to discuss information amongst yourselves and your commanders, I do not appreciate them confronting me about it.

"Our confrontation led to a heated argument and resulted in her attacking me. She then fled and her crime is now evident. Rainbow Dash has been stripped of her rank as Lieutenant of the Royal Guard and is now an enemy of the state. I will be informing the police and state guards across Equestria about her. If you are to come across her, I demand that you capture her and bring her to me, alive. Is that understood?"

"Yes, sir," they replied.

"Good and another thing. My sources tell me that in your discussions with Rainbow Dash the idea of a coup as tossed around. I will not tolerant dissent from the guard on any level! Your two commanders have already done it and you know the consequences for their actions. I will allow this to slide once, but if I catch any whiff of dissent the consequences will be immediate: death. Since you are all military I am allowed to deny you a trial and detain you indefinitely and your deaths will come soon, if you betray me. Don't make the mistake of turning against me. Is that understood?"

"Sir, yes sir," they responded, a twinge of fear in their voices. Magicon turned away from the guard allowing them to contemplate his words and the consequences of any action they might take against him. He would keep the guard under his control. He had all of Equestria under his control.


	33. Chapter 32

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 32**

The girls arrived at Magicon's room to find no guards on the outside.

"Strange," remarked Rarity. "When there are no guards it means Magicon is not here."

"I wonder where his is," pondered Fluttershy.

"Probably at a meeting or something."

"Should we still check to see if he hasn't overslept or something?" asked Twilight.

"The guards would still be here if that was the case," replied Rarity.

"There's still no harm in trying, right?" asked Fluttershy.

"No, I suppose not," said Twilight and tried the knob, surprised to find it unlocked. Opening the door the girls walked into Magicon's room to find it empty other than the furniture. A patch of sunlight was escaping from the gray clouds and shining onto the rug in the room.

"Well, he's not here," observed Rarity. "I suggest we better get going before we get in trouble."

"How would we get in trouble?" asked Twilight.

"For entering his private room without his permission. Magicon just doesn't let anypony in here."

"As much as I hate to disagree with you, Rarity, I must disagree. I can be in here under health reasons. This would actually be the perfect time to see if there is anything that could be problematic to Magicon," stated Fluttershy.

"Problematic to Magicon? Why? What's wrong with him?" asked Twilight.

'Well, he's been having very bad nightmares lately. I suspect he's also been having hallucinations."

"Oh my," remarked Rarity.

"And you want to find a possible cause for it?" asked Twilight.

"Exactly."

"Well, if it's for the health and betterment of Magicon then I suppose there's nothing wrong with it," pondered Rarity.

"So, what should we be looking for?" asked Twilight as they began searching under the bed, his closest, and drawers to his dressers and armoires.

"I really don't know, Twilight. I thought you might know."

"I'm not a doctor, Fluttershy. You're the expert. I'm sure you read up all about this."

"I did, but since you're a powerful unicorn and he is a powerful unicorn, I figured that his nightmares might be a magical side effect from stress or a traumatic event."

"Hmm…," pondered Twilight rubbing her chin, trying to make sense of that explanation. "It's possible, but I really don't know. I never had any traumatic experiences when I was a foal."

"None of us have," stated Rarity.

"So, aren't we just wasting our time?"

"I believe you are," said a voice behind them that made them all them jump. Standing in the doorway was Magicon, alone, but looking very annoyed.

"Your…highness…I do so terrible apologize for any inconvenience that this may have caused you," scrambled Rarity rushing to the stallion and lowering her head.

"You are forgiven, Rarity. But I'm not sure if the nobility will forgive you for being late."

"Oh absolutely sir. I'll be on my way right away." Looking back at Twilight and Fluttershy, Rarity said, "I'll be back later to talk to both of you, I promise. If you need anything at all, go to my room," and swiftly, but elegantly dashed off to prepare herself for her courtly duties.

Once her hoofsteps were no longer audible, Magicon turned his attention to the two mares still in his room.

"Fluttershy, you're going to be late for work. You better scurry on down to your department. There are ponies that will need your assistance."

"But…umm…sir, what about your health?"

"Never mind about my heath. Just get your flank in gear and get out!" he yelled harshly. Fluttershy jumped, spread her wings and soared out of the roof, rushing to get away from the unicorn yelling at her.

Once she left Magicon turned his attention toward the purple unicorn.

"Ah, my dearest Twilight, so good of you to return to Canterlot." He extended his hoof for a shake but Twilight made no attempt to grab it.

Noticing this Magicon said, "Oh, I'm sorry about your friends. They have jobs to do for Equestria and I can't afford to have them dilly-dallying on my own health and personal problems."

"You could've gone about it nicer," Twilight said.

"Alas, I am tired and I am irritable when I'm tired. So much has already happened this morning and it hasn't put me in the greatest of moods. But, you've returned to Canterlot which brightens my day considerably."

"I'm…err…happy to hear that."

"And now, tell me, what brings you back to me and Canterlot?"

"Well…to be honest…my friends."

"Oh? Did they invite you?"

"No, they didn't. I came here looking for them."

"Why?"

"Because they haven't written or spoken to me in months. I was worried they forgot about me."

"Well, judging by the display I saw before it looks like they were just busy with work."

"They always appear to be busy with work."

"I'm sorry, Twilight, but the needs of Equestria have grown significantly since my reforms."

"Yes, I've seen what your reforms have done first-hoof in Ponyville."

"And how have they turned out?"

"I…find them difficult at times. It seems like everypony is busier and more focused on their business and not about enjoying life."

"Since when were you the type of pony to care about life? Last time I recall, you were a very diligent study who would had trouble making friends or would ignore them to read and practice magic."

"Please…Magicon, this is hardly the time or place for this."

"Actually, it is. You may not realize it, Twilight Sparkle but you and I have much in common."

"Like what?"

"Like how we struggled to make friends, how skilled we are in the magical arts, how Princess Celestia took both of us under her wings, and how we both strive for greater knowledge and power."

Twilight thought for a moment about those comparisons. They seemed deathly real. Magicon was interested in her, she knew that, but for what purpose.

"Magicon, what are you suggesting?"

"The same thing I suggested when you returned to Canterlot after the princess's death."

Twilight fell to silence, her ears falling to their sides, knowing exactly what Magicon was talking about and proposing.

"I can still see you are undecided on the issue."

She simply nodded.

"Come, sit down," he said warmly gesturing her over a chair and offering her some refreshments that she turned down.

"I'm not rushing you to make a decision. That would be unprofessional of me, but I would like a decision from you soon."

"It's just…"

"Just what?"

"What can you teach me?"

"Many things. Princess Celestia taught you the applications and basic skills for using magic. But she neglected one all important side of magic: the dark side."

"The dark side?" Twilight questioned ominously. "But, Celestia expressly forbid study of that area of magic. She said it was not healthy for a pony to study that area of magic."

"Oh, not true, Twilight. Celestia did forbid it but she never gave you the real reason why a pony should never study it."

"And what reason is that?"

"For a deeper understanding of the magical arts. Magic must be balanced between light and dark magic. Dark Magic does not mean the same as evil magic. Light Magic can be used in evil ways just like dark magic can be used in good ways. Princess Luna is the perfect example. She used dark magic but never harmed anypony with it, except when she became Nightmare Moon."

"So, you're saying that dark magic is a good thing?"

"Precisely. If one is to gain a full understanding of the magical arts, a pony must study and embrace every aspect of it. If you want to become a truly knowledgeable and powerful unicorn, Twilight, you must know both the light and dark side of magic."

"And you can teach me about dark magic?"

"Absolutely. We will not use the magic for evil purposes; that's just immoral. I will teach you the powers and skills associated with dark magic. The skills will finish your training and allow you to become one of the most powerful unicorns in all of Equestria. What do you say?"

"I…I'm flattered, really, but I don't know."

"Twilight…I know its hard letting go. I had the hardest time letting go when my mother died."

"Oh, I'm so sorry for your loss." She gestured a hoof to hug him but he brushed it away.

"No, no, Twilight. It had nothing to do with you. It was…a long time ago."

"Why don't you tell her?" asked a voice behind Magicon. Turning around he saw a figure that vaguely reminded him of his mother. He couldn't tell what color her mane or coat was, even in the daylight, but her voice was clues enough of a clue.

"I…can't."

"What was that, Magicon?" Twilight asked, surprised by Magicon suddenly turning around and looking at some empty space in the middle of the room.

"You really should," said the pony.

"Why?"

"Why what?" asked Twilight growing a little nervous.

"Because she needs to know," stated the pony,

"No, she doesn't need to know."

"What don't I need to know?" asked Twilight.

"She's asking, you should tell," said the pony.

"I already told you, I can't."

"You can't what?" asked Twilight.

"Just let her know. It'll ease the burden," reassured the pony.

"I can handle it."

"What are you handling, Magicon?" asked Twilight.

"Yes, what are you handling, Magicon, your mind, or your Equestria?" asked the pony.

"Both!" he yelled.

"Umm…what?" asked Twilight.

The other pony simply chuckled. "You truly are my son, always thinking you can do everything and it will all go perfectly."

"And why shouldn't it? You've seen what I've done and you see what I can do, what's stopping me?"

"Yourself."

"Excuse me?"

"You know who I am and where I truly lie. This is all in your head and you'll never be able to remove it. You'll never be able to kick me out. You'll never be able to destroy me."

"You're sounding just like Celestia."

"Me?" asked Twilight, now officially freaked out by Magicon's apparent conversation with himself.

"Well then, you probably shouldn't have made the decision to kill her. Then you wouldn't be seeing visions from me," said the pony.

"That's it! I've had enough!" roared Magicon and with his horn glowing charged right at the pony. Twilight shrieked and jumped behind her chair while Magicon charged at the pony. However he saw her disappear right before his eyes and stopped where she had stood just a second ago. There was no trace of her. It was like she wasn't even there to begin with.

"No, no, that's not possible!" cried Magicon, searching the carpet for any trace of that pony.

"Magicon, what's going on?" asked Twilight terrified.

Suddenly the realization hit Magicon and he turned around, took a few deep breaths, and walked over to the unicorn.

"I'm…I'm…so sorry you had to witness that. That never happens." He stretched his hoof to help her up and as she straightened her hairs, Twilight asked,

"What did happen?"

"I honestly can't say…I'm sorry, Twilight, but I…I…have to go," he stammered and rushed out of his room, leaving a curious and confused Twilight alone.

She slowly sat herself back down in her chair and tried to calm herself. Noticing the bookshelf she decided that reading would be the best way to calm herself.

Glancing over the books, Twilight saw some that she had read herself or had read summaries of. He had a small, but selective section and Twilight wasn't impressed by his collection. Telekinetically pulling out one of the books near the end of the shelf, Twilight noticed that its size should've been equal with the rest of the books. Oddly, it wasn't while on the shelf. Something was propping certain books forward, ones that Twilight had already read.

Reaching behind the books, Twilight felt a large book and slid it out behind the other books. It was heavy, worn, and unique. Twilight had seen ancient texts in her lifetime but nothing like this. It also had a lock, but either do to forgetfulness or oversight, it was unlocked.

Checking to make sure nopony was watching her, Twilight brought the book over to a small chair and table in the corner of Magicon's room and began reading, slowly following the cursive inscribed in the yellow pages.

* * *

Magicon didn't care where he was going or why he was running. Tears were welling up in his eyes as he darted into the nearest available room and locked the door, trying to keep those images, conversations, and ponies out of his head.

He clutched his chest as he slid down against the back of the door, trying to understand what was happening to him.

He gazed at his hooves before him and swore he could see lightning flash against them and his whole body. As it did flash blood appeared on his hooves. But once sunlight resumed, his hooves were their normal dry selves.

Getting up and rushing over to the mirror Magicon looked and saw his normal reflection. Other than the tears in his eyes, the bags under them, and the sweat on his brow he appeared to look normal.

Then a flash of lightning changed that image drastically. Instead of seeing his normal self Magicon saw a much more demented version. Suddenly, his mane was uncut, rough, and even ripped in parts. His dark blue cape was torn and tattered, all four of his hooves were soaked with blood, and his body was covered in scars. Some were still dripping blood while others were deep and only just beginning to heal. And he was smiling, with carnivorous, sharp, and blood-soaked teeth.

He saw all of that in one flash of lighting and jumped backwards knocking over a table and breaking a vase in the process. He collapsed as he tripped and sat amongst the remains of the broken vase and upturned table.

"What…is the meaning of this?" he asked, looking over his hooves, body, and cape to make sure that what he saw in the mirror wasn't real.

"You know what it means," answered a voice in front of him, catching him by surprise. Looking up, Magicon was blinded by the golden and white light of the pony before him, but he quickly adjusted and met Celestia's stern gaze.

"You're…not real, go away," he hissed.

"Unfortunately, I'm real to you and I can't go away as long as you do damage to yourself."

"What am I doing to myself?"

"Destroying yourself."

"That's rubbish."

"I'm not the one talking to figments of my imagination."

"Why can't you just leave me alone? The rest of them leave me alone."

"On the contrary, were you not just visited earlier by that special pony from your past? And have you not had trouble sleeping due to my sister's nightmares? And now my constant visits, thanks to the arrival of my faithful student."

"She isn't yours," Magicon hissed, glaring at her.

"And she won't be yours. She won't be seduced by your dark magic. I trained her well."

"Not well enough."

"You're a fool."

"And you're dead. So go back to your tomb and stay there. I don't want to ever see you again!"

"What are you going to do to stop me? You can't stop me."

"I can make everypony forget about you, reveal your secrets, expose you."

"And they'll never believe you."

Magicon glared at Celestia, knowing full well that she was right and she knew it too.

"Just go," he mumbled.

"Perhaps you'd like to talk to another pony," said a second voice. Looking up Magicon saw Celestia's body quickly fade and replaced by the dark blue hue of Princess Luna.

"Hello, Magicon," she said.

"Hi, Luna," he responded.

"You know you can't go on like this."

"I can do whatever I want. I am the Prince of Equestria and the Lord the Darkness, a title-"

"That you bestowed on yourself," said Luna cutting him off.

"I deserve it. I've been ruling Equestria fairly. Everypony likes what I'm doing."

"Except the pony you want as your student."

"Well, yes, but I'll change that."

"You've changed many things, Magicon, and do you know what happens when everything around you changes?"

"I'm not interested in hearing lectures from you."

"You either change or become extinct. You've become the embodiment of this new Equestria that you love so much that you forgot about your real purpose."

"My real purpose?"

"Why you killed me and my sister in the first place."

"Red-Blood."

"That's correct."

Magicon rubbed the back of his neck, thinking over what he had truly accomplished in terms of that plan. Had he followed it? Had he succeeded? Or had he gotten away from it all? Had he lost sight of his goal? He still didn't have an apprentice to teach and kill Cadance. Being the Prince of Equestria would also make having a dark apprentice extremely difficult.

"What do I do?" he said more-or-less to himself.

"Abdicate and confess what you did," said Luna.

"That would mean death for me."

"It might, but you'd have a free conscience and be a good pony."

"I am a good pony!" he rebutted automatically.

"You've convinced yourself that you are and created this whole mindset where everything you do is for the good of Equestria. In your mind, you are perfect and liberating Equestria from backwards policies and broken traditions."

"I don't need you to tell me how my mind works."

"Actually, you do, you just don't realize it. You see, we're all you have left."

"What are you talking about?"

"What I'm talking about is you. Look at yourself: you have no friends, definitely no close allies, and numerous enemies. Since you don't have anypony to talk to you've resorted to talking to yourself."

"I'm talking to you though."

"According to you, I'm no real. So if that logic is correct, you are here alone, sitting amongst broken objects, talking to yourself."

"…Stop….just stop."

"I wish it were just that easy, Magicon, but you and I both know that it isn't."

"Just leave me alone…please. Seeing you was alright, your sister worse, but seeing…" he shuddered at the thought.

"Her. You saw her and you talked with her."

"But I swear it wasn't her."

"Well, only you can tell for sure and I'll let you figure that out. Good-bye, Magicon. I'll see you again soon."

She faded into a dark mist that quickly dissipated leaving Magicon alone in the room once again. Taking deep breaths he slowly rose and nervously proceeded to the mirror. Despite fearing what he saw earlier he let out a long sigh of relief when he saw his normal reflection. No lightning appeared to change his him. He was looking at his real self again.

It was all in his head and that might just be the problem. He didn't like seeing them. He knew all three of them were dead, yet they kept coming back to him. Why? What was the reason? What did it mean?

He didn't know, but an idea popped into his head that might give him a clue.

"Red-Blood's mission. Luna's right. I haven't been focused on the mission at hoof. I've been so busy worrying about ruling Equestria that I've never looked at the big picture: completing his plan. One alicorn still lives and although she is in prison, I cannot be the one to destroy her. I must find and train an apprentice. He or she will be the one to kill her and close out the final pages in the book.

"Speaking of the book, there's a spell in there that every master used to locate their apprentice. It was how my master located me and the master before him and so on. I'll be able to find my new apprentice with that book."

He rose, dusted himself off, took a deep breath, and left the room. As he headed back to his chamber he felt calmer, reassured, and in control. Princess Luna had given him essential advice and he would use it. He could still fix it. He could have his apprentice, train him, and rule Equestria all at the same time.

Everypony in the government was doing their job, allowing Magicon his own personal time to find his apprentice and train him. He didn't know where he would find him or her but he was sure the student was out there; somewhere in Equestria with the dark mark already branded on their soul.

As he walked down the hallway back to his room Magicon noticed that he was missing important meetings and agendas, but one day would not hurt anypony. He had made Equestria independent and able to carry itself on its own hooves without him for some time. They would manage; they always did.

Arriving at his room, Magicon opened the door and saw a sight that sent a chill through every portion of his body. Seated in the corner with her head draped over the ancient spell book was Twilight; intently reading its pages.

He slammed the door shut, causing her to jump which in turn, caused the book to fly through the air and land on the floor with a loud and heavy thud.

"Ma…Magicon…I didn't know…" she stumbled over her words.

"Cease with your excuses, Twilight Sparkle," he chided. "I see you made yourself quite comfortable here, _quite_."

"I…don't understand."

He chuckled and his darker voice emerged, "I see you found my old spell book. Tell me, how far did you get into it."

"Umm…well…I…"

"Tell me!" he commanded as he quickly approached her, backing her against the wall.

"Umm…I got up to the missions."

"What mission did you last read?"

"Mission ten, I think."

Magicon paused for a moment. She had managed to get through nearly halfway through the book. Either she skipped parts or opened to a random page and began reading. Whichever the case, the consequences were now highly severe.

"Twilight Sparkle, you went through my own personal library. Found a book I personally want nopony to see and have read it. You have now gravely endangered yourself and for that you're coming with me."

"What?" she said half-horrified and half-surprised.

"Now!" he ordered and wasted no time in clamping down on her tail with his teeth, pushing her to the floor and began dragging her towards the door to the room.

"Mag…Magicon…what are you doing?!"

"Teaching you a lesson," he hissed through his mouth as he telekinetically opened the door and began dragging her out into the hallway. He didn't care who saw them, nor did he care what they thought. It didn't matter. What mattered was that Twilight had discovered some of his darkest secrets and could no longer wander free.

She was not his apprentice, he was sure of that. She was now his prisoner. Twilight scrambled to get up and grab onto something but the halls were too wide and the floor too even to get up. She also felt a magical energy pinning her to the ground. She tried to overcome it but, with her stomach on the ground and her back towards the unicorn casting the spell, she couldn't.

She began screaming for help but suddenly felt her voice fall silent, yet another dark energy working its magic on her. The only thing that she could do was silently whimper to herself as Magicon dragged her through the palace towards the dungeons.

He wasted no time in unlocking the door and throwing her down the stairs where she tumbled down until landing unevenly and roughly on the cold stone floor.

The Night Guard looked up, surprised by her sudden appearance. He rose and was about to help her up when a blast of lavender magic crashed against him, sending him flying in air and smacking the wall with a loud thud and a crack.

"You're coming with me, _my oh-so-faithful, student_," he hissed as he opened the door to the cells and dragged her down the hall to her prison.

This time she was on her back looking directly at Magicon and was able to cast a charm to break the silence spell on her.

"Help! Please! Somepony help me!"

"Shut up!" Magicon yelled, smacking her across the cheek. "You might be a very powerful unicorn, Twilight Sparkle, but that doesn't mean you're invulnerable! You've committed a terrible and personal crime against me and now you must pay the consequences!"

He opened a large steel door behind him and, telekinetically lifting her, threw her inside and slammed the door shut.

"Enjoy your new life, Twilight Sparkle. You'll be here for a very long time."


	34. Chapter 33

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 33**

The shock was unbelievable for her. A few minutes ago she would never believed that Magicon could be so cruel and so quick to rage. She knew he had his faults and difficulties, but she didn't expect such a reaction from him and such a quick action against her.

Her, of all ponies. Twilight had always been a good and faithful student to Princess Celestia and she would've been the same to Magicon. Now, that would never be the case thanks to that book.

Reading a book? Sure, it was dark; but it didn't seem real. It was all too disturbing to be real. A select group of ponies plotting to kill Princesses Celestia and Luna, it was ludicrous. Everypony, then and now, past and present, loved and loves the princesses. Nopony would dare raise a hoof against them. Yet something about the book told her otherwise.

The different types of cursive showcased different hoof-writing. The elaborate plans for those so-called "missions" were highly suspicious. The fact that Magicon had asked how far she had gotten into the book was also very encouraging.

Piece by piece Twilight began suspecting that those plans and the history within those pages were not works of fiction, but real acts committed by real ponies to try and hurt and kill the princesses. But why did Magicon have it?

What part did he play in the book? He wasn't mentioned anywhere. Could he have read it for pure entertainment? Highly unlikely. Why was he hiding the book in the first place and in a terrible location to boot? Perhaps he kept in near him at all times to prevent it from falling into the wrong hoofs. Perhaps it was just another example of his service to Equestria. Then why such the harsh reaction?

Twilight knew that Magicon had respected her and knew she was one of the smartest and most skilled unicorns in all of Equestria. He had offered an apprenticeship with her. But, that was it! The apprenticeship!

Suddenly, it clicked in Twilight's mind. Magicon knew about dark magic, despite Celestia's attempt to forbid it, because Celestia never knew that book existed. Magicon learned all his dark magic from that book and kept it secret. He had power that few ponies knew existed yet everypony feared.

Suddenly, Magicon was no longer a wise and fair prince but a scary and emotional spell-caster. Twilight didn't know how much power he had but she had already experienced a taste of it when she was dragged down to these dungeons.

Yes, these dungeons. Looking around for the first time, Twilight could barely make anything out. She made a small glow with her horn, and she saw that the entire cell was old, damp, and slimy. The walls were made of stone and bricks and she saw a steel door with some sort of sliding window at the other end of the cell.

There were chains scattered about her hooves but she found that she could move about her cell freely. Deciding to piece together the mystery of the book, Celestia, and Magicon, Twilight rose and began pacing the cell.

"Now let's see, Magicon obviously hid the book from Celestia, just like the other ponies in that book. But what task was he charged with, if one at all? I only got halfway through those missions. I can't believe it; someponies would hate Celestia that much that they were willing to do everything to kill her.

"And this wasn't a recent thing. The dates went back even before Luna's banishment, more than a hundred years before that time. Yet in all of my history reading there was nothing about some group of ponies that tried to kill the princesses. Equestria was at peace during this time. Celestia and Luna ruled side-by-side and everypony was happy. It just doesn't make sense."

She continued to rack her brain for answers, but found few. She just didn't know enough. Her learned history was in direct contradiction with the book and its history. She knew that ponies could lie, especially in books, but it would be very difficult to continue to lie for centuries, even a millennium, possibly to the present day.

The book was obviously written before the modern history books, and was never mentioned in them. Not even a small phrase in the most detailed history books mentioned this or events surrounding it. They writers of that ancient text would've worked in secret but Twilight doubted that the secret could've been kept so secretive for so long. Somepony would've cracked and news would have escaped.

Yet, every mission she had read, with one exception, had been deemed a success by the pony tasked with carrying it out. She didn't recognize the names or signatures of the ponies who had left their mark in those pages. Who was this Red-Blood? Who were his followers? Was Magicon one? The questions returned to her and seemed to never end.

When she thought she had an answer for one, a new piece of evidence arose mooting her assumed answer. She needed to know what was behind those words and the ponies behind them in that book.

But she would never get those answers as long as she remained in this cell. Magicon had caught her red-hoofed and had thrown her in here without mercy. He had slapped her and she was sure he would be back to do more. So, she had found his dark and secret book? Was it really worth throwing her in jail for it? Was that all she really was to Magicon, just another prisoner?

He had seemed so kind, so understanding, and so wise. She, along with most of Equestria, had convinced herself that Celestia and Luna had made the right decision in putting him in charge of Equestria. He just had…personal problems; that was it.

"It'll all be fine, I'm sure. Magicon is a good pony. I'm sure…it's just some misunderstanding. Once he sees that I was just being curious and trying to educate myself…he'll see the error of his ways. He'll release me…I'm sure of it. After all, it's not like he wouldn't show the book to me eventually. He had said he knew dark magic and would share that magic with me. If he learned his magic from that book, he would've had had to show it to me…to make sure I understood what he was teaching.

"I was just getting…a little…overexcited. I mean, he kind of just rushed off and left me in his room. I didn't know what to, so I just did what I do best: read. I didn't know he had a secret book there. Why in Celestia's name would a pony hide a secret book on a bookshelf? That's completely illogical."

She continued trying to convince herself that this was just a mistake; a big misunderstanding. Magicon didn't mean the words he said and his actions were probably just an automatic reaction to something.

"I probably just pushed his buttons the wrong way. I was never going to harm him. I just wanted tot talk to him and see my friends and…I didn't even get to see all of them. They didn't even see me get thrown down here. I bet only Magicon knows I'm down here. I'm sure when he calms down and has the free time he'll have me out of here. I don't belong down here; I just don't."

But she wasn't convincing herself. In the back of her mind she couldn't get the malice and wickedness that spewed from Magicon's mouth and hooves. Something told her that she would never get out of here; never see her friends again, and never know the truth about anything. She wouldn't know the truth about that book, about Magicon, and about…her brother.

In her desire to find her friends, Twilight realized that she had completely forgotten to ask about her brother. She had missed the opportunity and now would never know where he was or what happened to him. It was that thought that scared her.

Her tears hit the damp floor hard as she wept for herself, for her friends, for Cadance, and for her brother. What had she done?

"I…should've…never come here. I should've…just stayed…home. Now, who knows…how long…I'll be down here. Why, Magicon? Why?!"

She wailed her last statements before she heard a large slam on the door and a guard yelling, "Hush up!"

She only slightly jumped, not surprised that guards were outside her door. But another sound worried her; the sound of moving chains. They were quiet, but Twilight swore they were nearby.

"Who…who's there?" asked Twilight expanding her magical light bathing the cell in full magenta. She saw nopony, but heard a hoarse voice from nearby.

"Ah, that light! Make…it stop!" cried the voice.

"Who said that?"

"I did."

"Where are you?"

"Wait…I know your voice," he coughed.

"Who are you?" Twilight asked more nervously as she traced the source of the voice to a wall.

"I…missed you, Twilly."

* * *

For Fluttershy, the abruptness and temper of Magicon were reasons enough to worry about him. Twilight's arrival was also surprising and needed looking into. Telling an aide that she wasn't going to be able to make it to work today, (a first that she was surprisingly happy about) she quickly flew down the hall to Rarity. She would know what to do.

She didn't even knock before Rarity opened the door and brought her inside. Pinkie was already seated; Applejack right next to her, but Rainbow Dash was not present. Fluttershy assumed that she was busy and would arrive later. As for the other two mares, Fluttershy assumed they were missing a day of work too. Something was wrong and they and to figure it out.

"Umm…hi, Pinkie. Hi, Applejack"

"Hi, Fluttershy," Pinkie responded with a small smile.

"Howdy," Applejack replied.

"Rarity tells me something's up and it's about time too! My Pinkie sense has been going crazy for the past day!"

"Oh…umm…I'm sorry to hear that."

"There's nothing to be sorry about, Fluttershy," said Rarity as they sat down. "Now, I think we can all agree that there have been some strange events occurring recently."

"Absolutely positively," interjected Pinkie while Fluttershy simply nodded.

"Yes'm, but the question is what in the hay is goin' on exactly."

"Oh, oh, oh, I know!" Pinkie responded excitedly.

"You do?" asked Fluttershy.

"Well, it's obvious, sillies. It's that something really important is going on right now."

"Yes, well, thanks for that, Pinkie," remarked Rarity.

"No problem. After all, what are friends for?"

"Friends, yeah…speakin' of which, does anypony know where mah Dashie is?"

The girls exchanged glances and Pinkie lowered her head, the smile instantly disappearing from her face.

"I do," she mumbled. "I was supposed to announce it to the press today. Rainbow Dash has been stripped of her title as Lieutenant of the Royal Guard."

The news hit all of the girls hard, but it hit Applejack the hardest. She didn't say anything for a while; only her audible breaths could be heard, obviously trying to contain her shock and anger.

"Any reason why?" asked Fluttershy.

"I'd…rather not say."

"Pinkie darling, I know it's hard, but if we are to figure out what's going on we need to know the whole truth. Even if it does hurt us, we need to know," advised Rarity.

Pinkie sighed and looking over sympathetically at Applejack said, "She attacked Magicon and is now on the run from the Royal Guard and the Police. She is now considered a criminal."

None of the girls hid their shock as their jaws dropped to the floor. Applejack removed her hat and simply curled up into herself, obviously trying to be strong and failing at the same time. The girls looked at her with concerned faces, unsure whether or nor to aid her. Fluttershy extended her hoof but Applejack just swatted it away.

All they could hear her say was, "Mah Dashie," as she tuned herself out of the conversation.

"Is there anything we can do for her?" Rarity asked.

"Unless you have Rainbow hidden in your trunks, I doubt it," answered Pinkie.

"Let's just move on to some better news," said Fluttershy trying to change the subject.

"Yes listen girls, Twilight is back."

Pinkie shot right up and Applejack raised her head, suddenly retuning to the conversation.

"I can umm…vouch for Rarity. She's actually talking with Magicon right now."

"Well, that is mighty good news," mumbled Applejack.

"We didn't get much time to talk to her but I told her about how little we see each other, how busy we are, and Cadance's strange habits," Rarity said.

"What strange habits?" asked Applejack.

"She's been robotic and automatic for the past few months and, until recently, spent most of her time with the nobility. After she attacked Magicon, I'm sure you all heard about that, she's been in the dungeons."

"That's terrible," lamented Pinkie.

"There's more," added Fluttershy. "From what I gathered about the night Cadance supposedly attacked Magicon I realized that Cadance was under some sort of magical spell. She would not attack Magicon unless she was controlled by somepony."

"You're sayin' that somepony possessed Cadance?" suggested Applejack.

"I'm not making any definitives, but it's possible."

"Anything else about Cadance?" Pinkie asked.

"All I know is that she's still in the dungeons," answered Rarity.

"That's a real shame. Cadance was a good pony," remarked Applejack.

"Applejack! You're saying like there's nothing we can do for her!" scolded Pinkie.

"Well, what can we do?" asked Fluttershy. "We don't know what happened and we don't know why it happened. There could be hundreds of reasons and any one of them could be right."

"Well, there's only one way to find out," said Pinkie cheerily and rose to leave the room.

"Pinkie, where do you think you're going?" asked Rarity.

"To the dungeons, duh. We need to talk to Cadance."

"Pinkie, we can't just walk inta the dungeons. Only the guards and Magicon can get in there," stated Applejack.

"Oh," she responded lowering her ears and returning the group.

"There's…umm…also this," said Fluttershy tossing Shining Armor's note to the center of the group.

Each one of them read it over, becoming more shocked and scared as the read through it.

"Such sacrifice," commented Rarity.

"Why didn't he tell me about this?" Pinkie asked.

"Maybe he wasn't ready ta tell Equestria," suggested Applejack.

"I wonder if Cadance knows," said Rarity.

"I don't think so. Magiocn told me not to tell anypony about it," Fluttershy stated.

"Now why in the hay would he say that?"

"Maybe to prevent ponies from getting emotionally hurt," suggested Rarity. "Imagine how Cadance or Twilight would react to this news."

"Speaking of Twilight, what's going on with her?" Pinkie asked.

"She said she missed us and wanted to come see us," Fluttershy said.

"She definitely looked better than when we last saw her but I honestly think she's still worried about her brother," added Rarity.

"Ah think she's worried 'bout all of us too," added Applejack.

"She was. She told us that nopony has written to her recently. I can't believe that's true. Neither of you two wrote anything?"

They exchanged embarrassing glances and regrettably shook their heads. "Ah've written ta mah family but that's all. Ah didn't wanna upset Twilight by writin' ta her."

"And I thought we would be writing them as a group so I never wrote one myself," Pinkie explained.

"Whatever the reason, we've all hurt Twilight," said Fluttershy.

"Right, and now we have to fix it," Rarity stated.

"But how? How can we help Twilight if we don't know what's goin'-"

Applejack was cut off by a heavy and rushed knock on the window. Rarity rose and proceeded to answer it. Opening it, she felt a rush of air and a saw Rainbow colored tail fly into the room followed by a much more elegant pink and purple one.

Rainbow Dash landed swiftly in the middle of the room, surprising all the girls, and was quickly followed by Princess Cadance. She looked absolutely filthy, her mane ragged, dirt all over her body, and burses obviously from some fight. Rainbow looked the same, only with more burses.

"Lieutenant, what are you doing?" asked Rarity as she closed the window.

"Rescuing Cadance," she answered. "And the name's Dash, _Rainbow Dash_."

* * *

For Magicon the betrayal was just too much.

"How could she? I trusted her, _trusted her_ and she goes and does something like this! Just goes to show a pony, you can't trust anypony! I've been a fool too many times! I'm letting my mind get ahead of me. Well no more! I've been too focused on ruling Equestria! It's time to focus in the book and Red-Blood! The old Magicon needs to go and never return! It's time for the new one to rise!"

He had been pacing in his locked room, blindly raging and talking to himself. He approached his mirror and looked over himself.

He saw his standard reflection, the tiredness and paranoia showing. But Magicon saw something else: the false personality.

"For too long I've had this physical appearance to hide behind! For too long I've played the nice pony card! Times are changing and I must change with them! Time for a real make-over!"

He immediately rushed to the bathroom and prepared for a cleaning of his mane. His old look had been his old self: kind, smart, and a little nervous. But now he had destroyed that pony and that look. He was now cruel, compassionless, and arrogant and he liked it. He controlled Equestria and everypony in it.

As he washed his mane he debated what should be done about his enemies.

"Shining Armor is already planned; only time is the essential element there. Cadance will be pardoned in exchange for her silence and if not, well banishment or a prison transfer would keep her under my control until I need her. Rainbow Dash will be captured, I'm sure of it. But I won't show mercy with her next time. She will be tortured and killed. And Miss Sparkle, oh Miss Twilight Sparkle, whatever am I going to do with you?"

A number of ideas ran through his mind but he denied all of them. None of them were unique. None of them were legendary. None of them would send the right message. Twilight would need to suffer but what new ways can a pony suffer?

"I know it will be mental. Twilight would be a pathetic physical subject. Mental torture is much more suitable for her. But what can I do that will destroy her? There has to be something that makes her tick, something that can be bent and subjected to my will. Something…"

While he spoke he began applying the cosmetics to his mane and coat. The red dye fell right into his black mane, slowly producing a blood red color. His mane and tail were naturally divided into three equal parts, each running the length of the hair. The red dye was applied to the center length of hair. It would be that red stripe that would fly down the center of his mane and his tail. His lower hooves, whose natural beige had always complemented his coat, were now being painted black, producing a much darker and sinister tone.

As the changes took effect Magicon realized that simple cosmetics weren't enough: he needed something magical to complete it. Searching his mind and the objects around him, Magicon tried to find something that would make him stand out and make everypony respect, even fear him. Unfortunately, he found nothing to his liking.

He didn't have to hide anything; he didn't care what other ponies thought of him. He could do whatever he wanted so long as no charges were brought against him. Even if they did Magicon knew he had the resources and the capacity to dispel them and their pursuers.

"Dispel…that's it!" he cried and ran out of the bathroom. Grabbing the ancient book and another spell book, Magicon began searching both of them for a unique quality that he had always envied from the Princess of the Night: her ability to travel as a mist.

Magicon had always loved that about her and felt she wasn't using it to her full advantage. He could, if he knew how to conjure it. He could spy on his enemies, keep taps on them, and check on his work all over Equestria in a matter of minutes. Such a power was meant to be his, he knew it.

Finding similar spells, Magicon's horn began glowing and he began focusing on creating the charm that would allow him to transform faster than the blink of an eye. He knew it was possible and here was the proof. All that remained was just figuring out how to do it.

Ignoring any hesitations and cautions he might have had in previous years, Magicon began combining multiple spells and incantations from the book, trying to find the right combination. Most of them just dissipated as haze or failed to encircle him; they weren't strong enough to penetrate him. He put in more power and his horn grew brighter and that only helped somewhat. He could feel the spell working a little bit on him, but not enough.

"I need more power. Where can I-" he cut himself off as he glanced over at a small metallic rod standing on a wooden pedestal on a table near the window. A golden plaque was on the front. It read: _Lightning Rod of Benji Flankin: Scientist and Inventor_.

Picking it up, Magicon removed the metallic rod from its stand and examined it. It wasn't large, a few feet in length, but its gleam made it ideal for electrical energy. A copper wire extended from its base.

Smiling with his new item and idea Magicon teleported to the tallest tower and rushed out to the balcony. Conjuring a small, but powerful lightning storm, Magicon attached the copper wire to his horn and telekinetically raised the rod above him. Lightning flashed all around him, thunder boomed, and the wind brushed against him, but Magicon did not flinch. This was what he wanted and needed.

Slowly he began combining his magical skills that he had been trying earlier. He had to get the energy and what better way than from a direct lightning storm? As he focused more of his energy into the spell, Magicon felt the electrical energy around him. It tingled and tensed with the magic, a perfect combination to increase the power of any spell.

As the spell reached its climax a blinding flash of lightning touched the end of the rod and shot through the wire directly impaling Magicon's horn. He screamed in pain and fell backwards as electricity surged through his body. He felt his heart accelerate to uncontrollable levels and the world spun faster than he could comprehend. He swore he had just done something terribly wrong. His body was twitching uncontrollably but as quickly as the lightning had struck him, it faded away.

His heart returned to normal and his breathing resumed. Magicon opened his eyes, but only saw a white light. He heard nothing. As he shook his head he could feel his senses returning to him. He started to hear the wind and the blinding light was slowly fading to the darkness of the storm, which was now dying down.

He could feel feeling return to his hooves and body and he waited a few minutes before doing anything else. He didn't know if the spell had worked or if he had just come close to suicide. There was only one way to find out.

Slowly rising, Magicon tried the spell and was met by instant success. It felt like he was swimming in air. He could go anywhere at speeds even the Wonderbolts couldn't compete with.

'I can't believe it worked,' he thought as he grew more comfortable with the mist. He tried picking up the rod which smoldered from the heat of the lightning but couldn't.

'Hmm…must just be for observation purposes only. Well, it worked and that's what matters. Now it's time to get to work.'


	35. Chapter 34

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 34**

The name was instantly recognizable. Only one pony in all of Equestria called her that. She froze at the mere sound of it.

"No…" she mumbled. "You…can't…be…here,"

"I am and you don't know how much I missed you, little sister."

"This…has to be some…trick. Magicon, stop it right now!"

"Twilight, please! This isn't a trick! Magicon isn't toying with your mind. I'm here, alive, and so happy to hear you."

"If you're…alive, then…where are you?"

"Over here," he announced as the sound of chains directed Twilight to a wall. Carefully approaching it she continued to listen until she found a small crack in the wall. No mouse could squeeze through it but the light from her horn did and the sound of their voices carried through the still air.

As she peeped through she gasped at seeing a hoof waving in the air in the middle of the cell. It was so dirty, but under that dirt Twilight could barely see the white and blue hairs of her brother.

"Sh…sh…shining?"

"Hi, Twilight."

"Oh my Celestia! You're alive!"

"Amazingly, yes."

"Who? What? How did this happen to you?"

"I could ask you the same question."

"It was…"

"You don't need to say his name. I know who did it. The question is why."

"For…umm…well…reading."

"Reading?"

"His big, ancient spell book."

"Dear Celestia! You weren't hurt were you?"

"No. Why?"

"Because that book has some very dark things in it."

"I saw that."

"I experienced it."

"What do you mean?"

Shining was silent for a few moments, only his breathing audible.

"Shining?"

"Yes?"

"Just how long have you been down here?"

"I don't know. I lost track after a few months."

Twilight was silent, calculating how long her brother had been in this prison and how long she hadn't realized it.

"I…can't believe it."

"I thought I would never see or hear you again."

"Me neither."

They were both tearing as the realization of how close they were fell upon both of them.

"Shining?"

"Yes, Twilly?" It really did feel good to say that again.

"How did you end up here?"

He was silent again. "Perhaps it'll be easier if I start at the beginning. Make yourself comfortable; knowing the pony up above we won't be going anywhere anytime soon."

Twilight really didn't know how she could make herself comfortable in a dungeon but tried nonetheless. She sat down on the floor, the chill instantly coursing through her. She dimmed her horn.

"It all began when I was with your friends searching for you in Northern Equestria."

And so he began telling his story. He told her everything he could remember: Luna's sudden death, his abandonment of the search, his hatred at himself for it, arriving in Canterlot, meeting Magicon, losing his memory, raising the sun and moon, and then the duel that put him down here. He conveniently left out his sexual relations with Magicon, fearing that the news would be too great and too horrible, even for his sister.

As for Twilight, she simply sat and listened with a quick question here and there. Shining Armor answered them all. As he spoke she listened intently and began building the framework of the narrative in her mind. Suddenly pieces started falling into place and the understanding was growing more shocking with every passing syllable. When Shining told her about Magicon killing the princesses Twilight nearly screamed from hysterics.

It was incomprehensible. Nopony could destroy a princess, much less two. Magicon had always been a kind, maybe a little bizarre stallion, but never a murderer. It suddenly clicked in her mind why Magicon was so upset when she read that ancient spell book.

It wasn't just a spell book; it was an instruction manual. It spelled out a job for a group of ponies whose hatred of alicorns and the princesses stemmed from the mind of one crazy pony. Magicon was the latest in that group and tasked with the job of killing the princesses. Twilight feared what he might do next, especially to her friends.

Had he hurt them? Were they under some kind of spell? Were they loyal to him and only pretending to be loyal to her? Did they even want to be her friend anymore?

She didn't know and she wouldn't know, not as long as she rotted in this cell.

Hours passed as the knowledge between the two grew. They shared everything they could think of and came to understand just how old this idea went back in history and how dangerous it was for Equestria now. It scared Shining Armor to death when he realized that Cadance was the last alicorn alive, though he already knew that. But that fact that Magicon, his former lover and close friend and ally, was the one heading the whole operation was beyond fearful.

He told Twilight what he knew about Cadance. How she had been under a hex. How she was now a prisoner down here too. How Magicon had teased him about her.

"How did you learn all of this?" Twilight asked.

"From the 'disloyal' members of the guard and from Lieutenant Dash."

"Rainbow visited you?"

"Yes and thank Celestia she did. She helped me confirm the truth about myself."

"And what was that?"

He paused. He had just walked into a trap. Could he tell her? What would she think of him? If he didn't tell her now, then when? What if she somehow managed to break free or what if Magicon decided to tease and torture her about it? He couldn't risk it. He loved his sister too much. She would understand. She had to. She just had to.

"Twilight…there's something I need to confess."

"What is it, BBBFF?" Damn, he loved it when she said that. It reminded him of the days when she was just a filly. Those innocent days when they would fly kites, or play ball, or just hang out. It had been so simple then and now, well look where they were now.

"It's…about…how my memory was erased."

"You said Magicon erased it."

"He did, but I never said why."

"Ok…why?"

"Because…because…we were caught by reporters in a hotel room."

Twilight was silent for a moment. "Come again?"

"That night when I arrived. Magicon and I…confessed our feelings for each other." He could feel his face flushing redder and hotter than ever before. Why as he telling her this?

"I don't follow."

"Twilly, that night Magicon and I admitted that we liked each other and…and…" he couldn't say it.

"Did what?"

"We bucked! That's what!" Shit! He didn't intend to shout. He didn't intend for it to come out like that at all. Now it was a disaster. It was over. His sister would never think of him the same way again.

Twilight was silent after hearing that, knowing what he said but unwilling to believe it.

"I'll…just…uhh…leave you alone," he mumbled, slowly moving back to his corner.

"Wait," Twilight said making him stop and turn back to the small crack and the light emitting from it.

"Yes?"

"Are you sorry?" she whispered.

"Absolutely. I've never done something so stupid and reckless in all of my life."

Twilight paused, debating whether that was a satisfactory answer.

"Listen, Shining, I…really don't know what to say."

"All I can say is that I'm sorry, for everything. If I had never abandoned your friends maybe none of this would've ever happened."

"You can't blame yourself for what happened. What's done is done and nothing you can do will ever change that. I've learned from my own experience that we all make mistakes and that mistakes should be appreciated. We learn from them. You learned what it means to be unfaithful. Now, you must learn to love the mare you married."

"I love her so much. I just want to be with her so bad. Twilly, can you ever forgive me?"

"I already have, BBBFF. You made a mistake and you're going to fix it. I know you. When you screwed up you always went back to fix it. You're honesty with me proves that."

"Yeah, I guess."

"Shining, listen, I love you and nothing will ever change that."

"I just wish I could've been a better brother and husband."

"If you were any better than you are now, then you'd be a god or something."

"Yeah, ok. So what do I do now?"

"If you ever get the chance, talk to Cadance. Tell her everything and pray that she'll forgive you. She'll be harsh and heartbroken but if she truly loves you, she'll forgive you."

"I can only hope."

They were silent afterwards, both filled with heavy hearts.

Finally, Shining asked, "So, what happened to you?"

Twilight explained her story to him. How she had received less and less news from her friends. How Magicon never told her about Shining's supposed mission. How Equestria was changing in front of her eyes. She told him everything she knew up until that moment.

He sat in silence, taking in every word. He didn't ask questions. He really didn't want to know. What he knew was that his sister was safe and still loved him. He couldn't ask for anything more.

When she had finished, Shining mumbled, "I'm sorry."

"I'm sorry too."

"For what?"

"For not being a better sister."

"You're the greatest sister in Equestria."

"You…really mean that?"

"Would I lie to you? After everything, would I be that cruel?"

"No."

"I love you, Twilly."

"I love you too, Shining."

The put their hooves to their respective walls, trying to feel the other's presence. Though Shining couldn't feel anything other than the chill of the stone, he knew his sister was only a few feet away. She knew the same.

As they had their embracing, they heard both guards yelling outside. It was muffled due to the steel door, but it could still be heard thanks to the silence of the cells.

"What is that?" Shining asked.

"I'll check," answered Twilight getting up and putting an ear to the door. Though muffled she could hear men yelling, hooves running, and armor banging. Clearly this wasn't some military drill. Something was happening outside their cells but she had no idea what.

Returning to the small fracture in the wall, Twilight seated herself.

"Well?"

"It sounds like a scuffle or something like that."

"I don't know."

"Maybe Cadance is escaping?"

"Don't say that, Twilight! Prisoners that escape or try to aren't thrown back in jail; they're killed on the spot."

"Dear Celestia!"

"Pray that it's some other pony that's escaping and not our Cadance."

She could only hope that it wasn't. They both silently prayed that she was alright. Twilight threw in an extra prayer for her friend's safety. She could only hope that they were alright. That was all they had right now: hope.

* * *

The girls were shocked by Rainbow's and Cadance's presence. Rainbow was bruised and cuts scarred her body while Cadance was absolutely filthy. She was covered in dirt and grime and the smell was worse than sewage. Rainbow's uniform was not present, abandoned thanks to Magicon's attempted torture.

"Rainbow, what are you doing here?" Fluttershy asked. "What happened?"

"A lot," she answered. She didn't sound like herself to the girls. She sounded rougher, colder, and animal-like.

"What's going on?" asked Pinkie. "How did you find us? Why are you so dirty? Why is Cadance with you?"

"Please, Pinkie Pie," interrupted Cadance. "We have a lot to talk about and a lot to reveal. All of you have been kept in the dark about a lot and you need to know what's going on."

"Before we do that," interjected Rainbow, "where's my AJ?"

"Ah'm right here," she answered waving her hoof. "And Dashie, what in Celestia's name happened ta ya'?"

"It's a long story," she said as she walked over to her lover. Ignoring the dirt and bruises Applejack quickly hugged the cyan pegasus, being comforting and gentle at the same time.

"Ya' look absolutely filthy."

"I don't care."

"Are ya' alright?"

"I will be."

"Do you want me to prepare a bath?" interrupted Rarity, directing the question at both Cadance and Rainbow.

"Later, Rarity," answered Cadance. "Right now we have to tell you all about Magicon and what he's done to us."

"He did this?" Fluttershy asked.

"Yes," answered Rainbow.

"Why?"

"Let's start with the beginning. Rarity, lock the door. Pinkie, close the blinds. Nopony must know what's occurring in here right now."

So began their secret story. Cadance started, telling them everything she knew and her encounters ever since her arrival back in Canterlot. She told them about Magicon, his deception, his hex, her rebellion, her imprisonment, and now her rescue.

Rainbow proceeded next, telling the girls about her guard's information and what they had told her. She told them about her own confrontation with Magicon, how they fought, and how he threatened to cut her, making everypony shudder, and how she ran away and rescued Cadance. She did manage to save her conversation with him last, knowing how sensitive the issue was, but unlike Cadance who told the facts with an elegant and comfortable twist Rainbow told them cold and hard. Despite her best intentions, she didn't go gently about the subject, resulting in a wailing Cadance.

"NO! Impossible! How could he?! He loved me!"

Here was her husband who she had nearly lost to a Changeling, choosing another pony over her. And that pony was a stallion and a friend to her. Both of them had betrayed her and she was devastated. Magicon hadn't been honest with her. He did have feelings for Shining and vice versa and they shared them in one night of love and passion. It was just too much to bear for one pony.

"Cadance, it's not your fault," comforted Applejack while glaring at Rainbow.

"Applejack's right, Cadance," added Rarity as she brought a few boxes of tissues and hoof-kerchiefs over to the sobbing mare. "It's shocking and disturbing, I know. But you love him and he loves you. He probably regrets ever having met Magicon. He loves you and he's willing to do anything for you. You must not forget that."

"I…won't," she stammered through her sobs. The girls were silent for a few minutes, letting Cadance finish her sobs while they silently contemplated their stories and the central pony in them.

After a few minutes, Fluttershy asked, "So, what now?"

"Well, it's it obvious?" Rainbow retorted. "That no good stallion has caused all of these problems and they aren't just normal problems. Look at what he's done: hurt Cadance, hurt me, hurt Shining Armor, and countless other things. He needs to be stopped by any means necessary."

"Oh my," gasped Fluttershy.

"Wait, I don't understand something," interjected Pinkie. "If Shining Armor is in prison then what is the meaning of this letter?"

She showed Cadance and Rainbow the letter and they both read of it. Cadance passed a few more tears and Rainbow read it over a second time, clearly confused.

"From all the facts, the letter's probably a fake by Magicon," Rarity stated. "He probably wrote it himself and was preparing to share it with the rest of Equestria to put an end to any remaining rumors about Shining Armor."

The girls nodded in agreement.

"The one thing Ah can't understand is why Magicon is doin' all of this." asked Applejack.

"I have a theory," answered Cadance. "Magicon not only is desperate to protect his image and his power, but also the dark secrets he holds. Even before the deaths of the princesses he was hiding a few things. It all started with a letter Celestia and Luna received and explained to us."

She told them about Red-Blood, scaring all of them into silence and fear.

"I think Magicon might've been motivated by Red-Blood and those memories Celestia and Luna showed us," finished Cadance.

The girls all wore expressions of shock and terror. It was one thing to have a bad-tempered, secretive, and dangerous pony; quite another to have a possible murderer of Equestria.

"So, you think…he…killed Celestia and Luna?" asked Fluttershy nervously.

"Either that or he told somepony to do it. I know for a fact that Celestia was murdered. I saw it with my own eyes before fainting. As for Luna, I really can't say for sure. Magicon may have killed her directly or influenced her. But, that's all speculation."

"Shining Armor would know," mumbled Pinkie.

"Yeah, why didn't ya' rescue him?" asked Applejack.

"Like I had time? I had enough of a time getting out of those caves and sneaking into the dungeon. I was really lucky to see a knocked out guard at the entrance and the door opened to let me right in. Finding Cadance was the easy part, getting her out was hard. We got out of the cell, but were caught by a Night Guard and we rushed to get out of those dungeons as they charged after us. Try outrunning and flying trained guards with minimal light, exhaustion, and fear. It's not easy."

"I can't believe you even made it out of there alive," said Rarity.

"Once we burst through the door to the dungeons from the palace it was an easy to fly into Canterlot and hide."

"We realized then that we couldn't do this alone and I was way too traumatized to do this on my own so we agreed that we should come back and find you guys," added Cadance.

"Well, thank Celestia you did," said Pinkie.

"But…umm…won't we get in trouble for harboring fugitives?" asked Fluttershy with fear in her voice.

"They were wrongly imprisoned by a madpony, Fluttershy," Rarity stated. "Besides, they're our friends and they would do the same for us if you were in jail. Now, come you two, we've had enough adventure for one day. Let's get you two cleaned up."

She rose and proceeded to the bathroom. The sound of rushing water soon filled the air as the girls remained seated.

"Ah, just can't believe one pony can do all of this," remarked Applejack.

"But he did, Applejack," Pinkie said.

"Speaking of doing things, what is he doing now? I'd like to make that pony know what it felt like to be at another pony's whim" grunted Rainbow putting her hooves together angrily.

"Aww nah, Dashie! Ah ain't losin' ya' again. This is the second time Ah lost ya' and Ah didn't even know about it. Ah'm not gonna let yourself get killed by that stallion. He won't show mercy to ya'. He'll kill ya'."

"You think I don't know that, AJ? You think I was oblivious to you? I missed you so much and down in those caves all I could think about was you! You don't know how good it feels to be safe with you. But, that pony has to pay."

"And he will, once we figure out what we're going to do," Rarity stated as she emerged from the bathroom, a towel in hooves. "But first, Cadance and Rainbow, if you two would come over please. I won't have an overthrow marked by poor hygiene."

Cadance rose silently while Rainbow grumbled a few words before following her. Once inside Rarity closed the door, allowing the girls to talk amongst themselves.

"I'm in disbelief," said Pinkie.

"We all are," stated Fluttershy.

"To think we worked for him all this time and not suspect a thing? How stupid are we?" Applejack remarked.

"We're not stupid, AJ. Magicon was just really good at deceiving everypony. He deceived all of Equestria," Pinkie stated.

"Well, how do we stop him?" asked Fluttershy.

"We can't confront him individually. Look what he did ta Cadance, Dashie, and Shining. They all stood up ta him and he struck all of them down," stated Applejack.

"Should we resign from our posts?" Pinkie asked.

"I think that would only arouse his suspicions," answered Fluttershy.

"He doesn't know we know. All he knows is that Rainbow and Cadance are missing. In his mind we're still oblivious ta everything," said Applejack.

"But with Cadance and Rainbow fugitives and us being close friends with them, won't Magicon suspect us of being involved?" asked Fluttershy. "I mean, I'm sorry, that was a big question."

"Don't be, Fluttershy. Ya' bring up a good point. Ah really can't lie if he asks and Ah don't wanna put mahself or any of ya'll in danger."

"We'll just have to be careful," finished Pinkie.

"The Royal Guard will start looking for both of them," said Fluttershy.

"But didn't Dashie say their loyalties lie with her and Shining?" asked Applejack.

"I wouldn't rely on them," advised Pinkie. "After all, look at what they did to Cadance. They could've let her go but they still arrested her."

"Yeah…"

"And with two highly dangerous ponies loose, they're not going to easily let them get away. Oh my, they're probably going to be searching everywhere," exclaimed Fluttershy.

"You bet they are," said Rainbow Dash as she emerged from the bathroom in a cloud of steam. The door closed behind her, leaving no guesswork that Rarity and Cadance needed more time together.

"Now don't ya' look like a million bits," teased Applejack as the cyan pegasus made her way over to the group. She was completely clean now. Not a speck of dirt was on her and her bruises were quickly fading and cuts healing.

"You sure clean up good, Rainbow," Pinkie commented.

"Well, Rarity had some fancy potion thing that removes dirt and heals cuts and bruises."

"Well, that's mighty nice," commented Applejack as she began stroking her lover's mane.

"So what have you guys been up to?"

"Just talking," answered Pinkie.

"Any plans to get that stallion?"

"Ya' gotta get that outa your head, Dashie. We'll get him. But not right now."

Rainbow grunted knowing her lover was right.

"Umm…I hate to change the subject…but whatever happened to Twilight?"

Everypony froze at her name, especially Rainbow.

"Twi's back?" she asked her mouth agape.

"Yeah. She came back yesterday," said Fluttershy. "Rarity and I talked with her before she went to talk to Magicon."

"Ya' mean our Twilight could be dead right now?" asked Applejack horrified.

"I…uhh…no, I don't think she is."

"Calm down, girls," Pinkie said. "Look, we know Magicon isn't a walk-in type of killer. And he probably won't lay a hoof on our Twilight."

"Yeah, and didn't he want her to be his apprentice or something?" asked Rainbow.

"Ah think so, but Ah can't remember," Applejack lamented.

"So, our Twilight is probably learning some new magic and might learn his weakness or something," commented Pinkie.

"We're still going to stop him?" asked Fluttershy reluctantly.

"Of course we are, Fluttershy. That pony committed the worst crimes in Equestria. He has to be stopped now or Celestia knows what he'll do," answered Rainbow with determination in her voice.

"But what about Twilight and Shining Armor?"

"Fluttershy's right," said Pinkie. "As long as Magicon has those two he can threaten to hurt them. We're at a bargaining position. Oh, like a game! I love games!"

"So we save them," said Applejack.

"Easier said than done, AJ," laughed Rainbow. "Twilight won't be a problem, but I was nearly killed rescuing Cadance and she wasn't in a tough cell like Shining. We won't be able to rescue him unless he can get out of those dungeons."

"So, we have to get Magicon to release him?" asked Fluttershy.

"Not gonna happen," answered Applejack.

"Applejack's right," added Pinkie. "Let's focus on our Twilight and then worry about Shining and Magicon."

But little did they know that their Twilight would need more help than they realized.


	36. Chapter 35

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 35**

With his new look and power Magicon knew what he had to do. His own apprentice had betrayed him and it stung harder than anything. He had never felt any disloyalty like this and he was determined to make her pay. There would be no mercy with her; there would be no forgiveness; there would be no love.

Regardless if he or anypony knew it, Twilight had changed him. She removed the last of his kindness and warmth; replaced by his cruelty and malice.

"Twilight never had the dark mark. Why did I bother trying to teach her? What would I have gained? Nothing. I would have gained and learned nothing. So instead of just ignoring her I turned her against me. Well, no matter. She is not a threat. One word about Celestia will throw her over the edge and cause a mental breakdown. She will not harm me. But I need to get back to Red-Blood's plan. As long as Cadance lives the plan is unfulfilled."

He had teleported back to his room with his new power and new look. He grabbed his ancient spell book, opened it, and began loudly conjuring the tracing spell.

"This will find my apprentice. He or she is out there somewhere."

A dark haze surrounded him, filling the room, as he finished the spell. It felt electrified and full of dark energy, much like the lightning that had recently passed through him.

The haze moved slowly but Magicon could tell it was settling on the floor, like a large carpet. As it set various peaks rose from and depressions caved in it. A variety of greens, blues, and browns colored the haze and Magicon soon realized that this haze was creating a large map of Equestria. It folded around the furniture, covering it with various colors, names, and landmarks.

Magicon, however, was not covered by the haze as it silently passed around him onto the floor beneath his hooves, becoming clearer and more detailed every second.

He could make out the gray and purple mountains surrounding Canterlot, its small golden spires glowing against its spectacular backdrop. He could see the vast green plains dotted with small towns and villages. The Mild West with its wind sculpted rocks lay beyond with a shining blue sea beyond. In the cities, small columns of smoke rose from the factories and Magicon realized that this wasn't an ordinary map; it was a gods-eye present-day view of Equestria.

Everything he was seeing was live and occurring right this minute. If a robbery was occurring in a city Magicon could see it and describe the thief in record time. If a forest fire was to start Magicon could direct the necessary resources to put it out before it spread.

"So this is how they did it," he said as he gazed over the map. He couldn't see ponies at this range but he knew they were there. Millions of ponies under his control. This was his Equestria and he smiled as he examined it.

"I wonder why they never used this more. Oh wait, none of them were ruling Equestria. They thought that this was only needed to keep an eye on the princesses and their masters and apprentices."

As his eyes scanned the map a sparkle in the right corner demanded his attention. Turning towards it, Magicon watched in careful observation as the sparkle shone above the growing city of Tramplevania on the Eastern edge of Equestria. The city began expanded as the rest of the map began shrinking. It occurred to Magicon that he was zooming in on the city. Its buildings became more detailed and he could see the streets in this new birds-eye view of the city.

But the zooming didn't stop with the city; it hovered over it for a few brief seconds before expanding to a small townhouse just outside the center of the city. A three-story brick structure appeared but it was neither impressive nor remarkable. It was just a simple building that a family called home. The walls on the outside dissolved and Magicon saw four ponies inside: a earth pony stallion reading a newspaper, a female pegasus, presumably his wife, in the kitchen alongside a maid. On the second floor Magicon saw a small foal staring at the ceiling. From her looks, she couldn't be older than ten but something was special about her.

Magicon could see it in her golden eyes. She seemed to be thinking, though what she thought about was only known to her. Her eyes were lost in concentration but behind that concentration Magicon could see something very dark lay inside her. She would be the next one. She would complete Mission 21.

"Well, that's most helpful," he said as the map slowly dissolved around him and returned to its mist that dissipated. His room was untouched by the spell as he looked around making sure that the spell ad not left any permanent damages.

Satisfied that it didn't Magicon closed his book, took extra time to lock it multiple times, and threw it behind his pillow.

"I know it's not the best place, but it'll have to do. So what if somepony discovers it? They know not to go through my stuff and if they do well…well, let's just say I hope they enjoyed what they saw," he said with a smirk.

He rose from his bed and exited his room. It was time for Equestria to see the new him. It was time for his throne to truly carry the pony it was meant to hold.

* * *

Time was lost in those dungeons. But for Twilight and Shining Armor it didn't matter. She guessed that she had been down there a day, maybe two. With no sunlight she had nothing to gauge the time against. It was so dark down there and Twilight often felt like it was hopeless. But it couldn't be. She had found her brother, though beaten, hurt, and bitter, yet very much alive. She had discovered the truth about Magicon and she needed to tell her friends. The longer they associated with him, the more dangerous it became.

"Shining?"

"Yes, Twilly?"

"We have to get out of here."

"I know. But as you know, I am chained and can't conjure magic."

"But I'm not."

"Then you must get out and go find your friends. Don't bother with me. I'll just be a liability."

"No, Shining. I'm not leaving you. We're going together. You have an interest in this too."

"I know but it's just too risky."

"We're both in maximum security cells. We'll be treated the same if either one of us escapes alone. We need to escape together. When was the last time we really did something as brother and sister?"

Shining fell silent, pondering the question. "Too long ago," he mourned.

"Exactly! We need to get out! My friends, your wife are in danger. Magicon must be stopped before he does anymore harm to anypony!"

"I guess you're right, Twilight. But what exactly can we do? You're magic can't break through these walls and that door."

"It might, if we work together." Her horn began glowing brighter and Shining covered his eyes from the growing illumination.

"What are you doing?"

"Just…hold…on." He did and, in less then a minute, blocks of stone were falling from the wall separating the two siblings. Mortar liquefied and slipped down the stones. Surprisingly, the only sound that could be heard was the slow descent of the stones which gently fell to the floor, quietly and slowly collapsing on top of one another.

As the wall fell, more light was let in between the two ponies, illuminating the truth filth of the cells. Shining kept his eyes covered while Twilight closed hers to concentrate on her spell. With a last effort the last block gave way allowing the remaining wall to crumble on to itself. As her light faded Shining observed that a large hole now existed where the wall had once been.

Twilight slowly stepped through, carefully avoiding the slippery mortar and uneven surfaces of the stones. These were centuries old, and had not been moved since the day they had been laid. Evidently these were not designed to impress anypony, but to contain the worst criminals in Equestria. Twilight could only guess how many ponies had languished in these cells before her and her brother.

Her horn still cast a light, like an unwavering flame as she stepped into Shining's cell. She turned and gazed over her brother, unfazed by his disgusting appearance. Tears immediately filled her eyes and she rushed toward him, jumping into his hoofs. She ignored the dirt and grime that was now covering her. She ignored the putrid smell as he hugged her brother.

Shining shed his tears as well.

"I missed you so much, Twilly," he consoled.

"I missed you too. You're so cold."

"I know. But you're all the warmth I need."

They continued hugging for a few minutes, savoring each others presence and their strong sibling bond. Nothing could tear them apart. Magicon had failed to end their relationship. His plans would fail, they would see to that.

After hugging Twilight rose and began working on Shining's iron chains. She worked quickly, trying not to hurt him. The chains were large and ancient but they were not magically sealed, a major advantage for her.

As she broke them Shining rubbed his hooves and stretched them out. It had been so long since he was free. He was no longer bound to any wall or to anypony. He was now an escaped criminal, which meant he was beholden to nopony. He could make Magicon pay for his crimes and he would. But there was one problem: his horn was still encased in iron.

Twilight went to work trying to break it but found that her magic was having no effect on it.

"This is strange. It won't respond to my magic."

"I think that's the point. After all, it's meant to keep unicorns from using their magic."

"You can't use yours, right?"

"Correct. I feel my horn there but I can't activate it. It feels like dead weight."

"Hmm…well if I can't get that off you than we're going to have a real problem."

"I know. But there has to be someway. Everything has a weakness. Keep trying."

"I will." She continued examining the iron, noting that it was much more elaborate than the simple chains. It was clearly made of expensive metals, though Twilight had no idea what kind and what percentage. She did notice a keyhole and examined it carefully. Much like the rest of the chains, it had rusted, meaning that it probably could be broken.

Taking in its measurements, Twilight began conjuring a key in her mind. It was a simple design and easy to replicate. She only hoped that would be enough. Finishing her conjuring the key appeared right before her and she telekinetically inserted it into the whole. Although it fit, it wouldn't turn. She tried turning it, both with hooves and magic, yet it would not respond. Shining tried as well, but found he didn't have anymore strength than Twilight. Months of anguishing had sapped his strength. His once large and athletic muscles had deflated. He was weaker and couldn't do it.

"Twillly, I…can't. Look at me; I'm half the pony I was before."

"It's nothing food and exercise can't fix. Right?"

"Yeah…"

"Come on, Shining. You need to be brave. Be strong. Do it for Cadance. She loves you. Regardless of what happened between you and Magicon your love for her will never extinguish. It's what's been driving you to continue living. You haven't given up. You're not a quitter."

Though Twilight had encouraged him like this in the past, something about it now had more of an impact. Maybe it was their condition. Maybe it was her desire to do justice. Maybe it was their love.

"Keep trying," he encouraged.

"I will. Maybe if I try this approach." She began pushing on the key, trying to force it to turn. Shining winced at the pressure and the pain on his horn, but did not yell. He knew that there would have to be pain and struggles to succeed. He could withstand it. Cadance would want him to and his sister was doing the right thing. He would do it for them.

As Twilight pushed on the key she swore she could feel something giving way. Deciding to give it an extra push she charged up her magic and, with her pushing, put more pressure on the key and the lock. The rust began chipping away revealing the smooth metal underneath. The key responded to the smooth metal and slowly began turning under the magical and physical pressure.

Finally it clicked and Twilight, with everything she had, pulled the chain off of Shining Armor. He fell backwards and put a hoof to his horn. It was still there, unlike the unicorns from long ago, and he tested it with a simple levitation spell. His magenta magic flowed perfectly.

"We did it, Shining!"

"No, you did it, Twilight. Thank you."

They hugged once again as Shining began cleaning himself. Twilight gazed over at the door now holding them.

"We have to break it. It won't be easy."

"When did I tell you it would be?" he teased giving her a small noogie.

"Well, what should we do?"

"You need to stand back. I don't want you to get hurt."

"You know what you're doing?"

He nodded and Twilight stepped aside, allowing Shining full access to the door. His horn began glowing and he slowly began working at the doors massive hinges. It quickly occurred to Twilight that he wasn't going to blast the door open, he was going to simply take it off his hinges and bang it open.

The screws and nails were massive and ancient, but Shining continued to work with it. He started with the top hinges and felt them loosen and fall to the floor. The mid-level ones were tough, as they bore the most pressure. They were misshaped, but they were still susceptible to magic. They fell as well. The final ones were just as easy as the first and fell only a few inches to the floor.

Once the door had been loosened, Shining turned back to his sister, a satisfied look on his face. Twilight beamed at his success.

"Now, here comes the fun part," he spoke in hushed tones, knowing that with an unhinged door sound was easier to escape.

"When I open that door I want you to run and knock as many guards out as you can. I don't know how many are on the other side but I won't be able to do it on my own in this weak condition."

"I got it, BBBFF. I can do it."

"Don't hesitate. Even if you delay an attack by a second, it's a second they can use against you. Though we have the element of surprise they'll be stronger and more trained than us. We have to be smart and fast. Once you stopped the guard, find the way out."

"What about Cadance?"

"I have no idea where she is. As much as it pains me, I'm not getting thrown back in here looking for her. We'll be back for her. I promise."

"Alright."

He put his hoof on her shoulder. "I know it's hard. But you have to think of the circumstances. If you continually worry about others, you won't be able to worry about yourself. These guards will be trying to _kill_ you. We have to save ourselves before we can save others. What good would we be to Cadance if we died?"

She sighed. "You're right, Shining, I'm sorry."

"Don't be. Now come on, we've got a country to save."

They both approached the door and Shining gestured Twilight to the side.

"Just be ready to run," he said as he put his back to the door.

He closed his eyes and took a deep breath. Angling himself with the middle of the door he did a few slow air-bucks just to make sure his aim was good. When he was satisfied he took a deep breath and, with everything he had, bucked the door.

Though being weaker, Shining still had considerable strength and the door responded by flying into the hall with a loud crash and smoke. The guards jumped at the doors removal and fell backwards.

"Go!" Shining yelled as they fell over. Twilight wasted no time and ran out the door, her horn ready for any guards. She didn't look back but hoped that her brother was right behind her. As she ran down the hallway she could hear guards yelling and scrambling to make sense of what as going on. But they faded as she continued running.

'Let's see, how did I get down here?" she thought as her mind tried to retrace her steps from earlier. Magicon had dragged her down through these corridors, corridors that she never had seen before. She was too emotional at the time to remember the way she came, but this was Twilight. She was always good at solving puzzles and mazes. When she came to a corner, she took a moment to glance behind her.

Although the halls were dimly lit she could see Shining running up behind her. Behind him was completely dark. She guessed he must've taken some extra measures to surprise the guards at their cells.

"You alright?" she asked.

"Yup. You?"

"Fine."

"Which way?"

"I…don't know."

Shining looked at her in shock. "You've got to be kidding me?"

"I'm…not. I'm sorry, Shining. I was too emotional to remember how I got down here."

"Great. Now we're lost and will probably be captured."

"Don't give up so easily."

"Well, how do you propose we get out of here?"

"I'll figure something out."

"Halt!" a guard shouted grabbing the sibling's attention. He was directly behind them. Probably emerging from some other corridor and immediately charged at them.

"Well, you better figure something out quick!" ordered Shining as he and Twilight took off down a corridor with the guard in pursuit.

Spells suddenly started flying but Shining was quick to cast a shield to block them. He cast his own spells at the guard who dodged them as they ran down the hallway. As they ran Twilight figured the worst possible thing would be for them to reach a dead end. Even going in circles would be better than being cornered by the guards. Deciding that it was the best move Twilight pulled Shining Armor down another hallway with the guard in pursuit.

They galloped past empty cells and dimly lit torches that flickered s they rushed past. Twilight managed to glimpse that these weren't maximum security cells. They were doors, but had large barred windows in the front.

"Shining, these are cells for less dangerous criminals!"

"Great! So, what does that mean?"

"We're getting closer to the exit!"

She ran ahead of Shining and looked down the corridors, trying to find cells that looked less secure than these. When she found the opened bar ones, she ran down it with Shining and the guard in pursuit.

"Hold on, Twi!" he yelled as she stopped and turned around.

"Shining, what are you-" she was cut-off by Shining's direct charge at the guard, tackling him to the ground and knocking him out with a quick bash of his skull.

Turning back to his sister, he ran past her, giving her the cue to follow him. With no guards pursing them at the moment, they slowed down to a quick jog, catching their breaths.

"We…could be close," staggered Twilight. She looked down a few more hallways to see them either be dead-ends or filled with cells.

The looked down one and saw that the torches were newer than the rest of them. Agreeing to walk down it the two kept their eyes peeled for any guards. But this corridor had no cells and a large door at the end.

"Hopefully, this is it" said Shining as he put his hoof to the doorknob and opened it.

Instead of seeing the entrance they had hoped for the two came face-to-face with their worst nightmare. Inside the room were the Night Guards, at least twenty of them. They were all awake and when they saw the two prisoners they scrambled to action, grabbing their weapons and helmets and throwing spells at them.

Shining rapidly shut the door and the two ran back up the corridor as the guards chased after them.

"Wrong door!" he yelled as they ran down more corridors desperately trying to escape the guards. They were fast and Shining and Twilight were quickly losing energy. His shield was beginning to fade and Twilight was forced to create her own shield to protect herself. The speed of the guards was either increasing or theirs was decreasing. Twilight couldn't tell, she just had to get out.

"This way!" she yelled as the rounded another corner and down more hallways. They kept making quick turns to confuse and potentially stop the guards but nothing could shake them. They knew this labyrinth too well.

Turning another corner the two saw that it was like the one that led to the guard's chamber except it was shorter and much older. She could tell that these stones were not the ones like the rest in the dungeons. What made it more convincing was the two guards charging at them with a large wooden door behind them.

"This is it!" Twilight yelled as they both ran towards the oncoming guards.

"You take those two and I'll take this group!" Shining yelled as he turned around and began blasting at the guards behind them. Loud bangs and cracks filled the air as stones shook and chips of stone fell from the walls and ceilings.

Twilight charged directly at the two guards but teleported right behind them and bucked them before they could lay a hoof on her. She had used this trick many times and it never failed. She hit them a few more times before one of them tackled her to the ground. She quickly blasted him off of her and sent a paralysis spell directly at him. The other was already unconscious and Twilight quickly ran to the door.

Blasting it open with her magic she yelled for Shining who responded with a loud avalanche of stones crashing on the guards. He quickly followed her through the entrance blasting the guards at the entrance and charging up the stairs.

Twilight didn't slow down as she ran up the stairs. She could hear her brother's loud hoofsteps behind her as they ran. When they reached the top, she waited only a few seconds for her brother before bucking the door.

It took three bucks but it fell to her hooves and they ran into the glittering halls of the palace. The sun shone off the polished marble, causing them to close their eyes for a moment. Despite the sun's presence, there was nopony in the hallway. They allowed themselves a moments rest to catch their breath.

"It won't be long before the Royal Guard knows of our escape," Twilight panted.

"I know. So, where do we go?"

"I…I…know!" she screamed and ran down another hallway as a baffled Shining scrambled to catch up with her.

"Where are we going?"

"To the one pony who will help us," she yelled as she ran down the hallways past astonished servants and surprised guards, none of which made a move against them. Twilight remembered that Rarity had offered her services to Twilight. Even if she wasn't in her room, Twilight knew she could count on Rarity to help her.

They ran down more hallways and up a tower until they reached the door to Rarity's room. The two Royal Guards were shocked to see them but their reaction gave Twilight and Shining the necessary time to take them out before they could lay a hoof on either one of them.

With the guards subdued they banged on her door, hoping that she was inside or at least somepony was. They needed their help and fast.


	37. Chapter 36

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 36**

The rapid knocking of the door surprised all of the girls and the glanced at each other wondering who it could be.

"It can't be a royal guard. They don't knock like that," Pinkie stated.

"Actually, they don't knock at all," Rainbow Dash chimed in.

"Well, let's find out," said Applejack rising to open the door. When she opened it she nearly fell backwards in shock and disbelief.

Standing before her was Twilight and Shining Armor. Both of them were covered in dirt and muck but Applejack could recognize anypony under dirt and she knew what her Twilight looked like.

"Twilight, what are ya' doing here?" she asked completely astonished, capturing the complete attention of everypony in the room who raised their heads and bodies in disbelief at the two captives before them.

"It's a long story," Twilight responded, still panting. "Can we…come in?"

"Of course," she gestured them quickly inside and locked the door.

If Applejack was astonished the rest of the girls were completely shocked. What had happened to their Twilight? How did she find her brother? What was going on?

There were so many questions that needed answering, but the girls were speechless by their sudden presence. Fluttershy covered her gaping mouth. Rainbow Dash fell over backwards while Pinkie sprang to her hooves and inspected Twilight and Shining Armor, making sure they were in fact them.

"Quick, what is my pet alligator's name?"

"Gummy," she answered.

"Where did I grow up?"

"On a rock farm."

"What causes my Pinkie Sense?"

"I don't know."

"Hmm…Yup. It's our Twilight," she stated confidentially.

"Ah don't think any of us are doubtin' that," said Applejack as she helped her Dashie up.

"Twilight…what…uh…happened to you?" Fluttershy asked.

"A lot. There's a lot you need to know about Magicon."

"We know already," Rainbow stated. "Captain, good to see you…err…alive." She saluted for good measure.

"Thank you, Lieutenant," he answered with his own meager salute.

"Oh, I'm...no longer lieutenant," she lamented.

"Oh, I'm sorry. What happened?"

"Magicon removed me from the guard. He almost tortured me. I barely managed to escape."

"Oh my! Rainbow Dash, are you alright?" Twilight asked shockingly.

"I will be," she answered coldly.

Shining took the information in with quiet indifference. To him, it wasn't going to change his plans for justice.

"I'm sorry you were hurt, Rainbow," he said.

"Don't be, Shining."

"I feel, though, this is all my fault."

"Oh no, Shining, it's not," comforted Twilight.

"Yeah, we know everything," stated Pinkie.

"What do you mean?" he asked.

"Well, we know about Red-Blood, Magicon, the real deaths of the princesses, and what happened to you."

Shining's mouth dropped to the floor and he managed to ask, "How do you know all of this?"

"I told them," answered Rainbow. "Your guard certainly isn't the quietest bunch of ponies around."

"I see that," he stated.

"We also had help from…err…Cadance," added Applejack.

"Cadance? Where is she?" he quickly asked.

"Relax, Shining, she's with Rarity in the bathroom. She's cleanin' up from the same filth you're in."

"How did she escape?"

"I rescued her and we flew out of those dungeons. We came here afterwards," answered Rainbow.

"I guess great minds think alike," commented Twilight towards her brother.

"Yeah, at least we don't have to go back down to those dungeons. She's safe," he added as he proceeded to the bathroom to see his wife.

"I wouldn't do that," advised Fluttershy.

"Why not? She's my wife."

"Yes, but umm…she's very emotional. She…well…err…"

"She knows," finished Applejack coldly.

"What do you mean?"

"Ah think ya' know what Ah mean," she winked. Shining immediately felt the surge of guilt course through him. Cadance knew. Somehow she had discovered the truth, most likely through Magicon or Twilight's friends. Would she even speak to him again? Would she even meet his compassionate and apologizing eyes? He was suddenly too scared to face her.

He slowly walked back to the girls, dragging his hooves as he went.

"You girls told her?" he asked.

"We had no choice," answered Rainbow. "She kept pressing us."

"Please don't be mad, Shining. We didn't want to tell her but she kept asking and, like what Rainbow said, we had no choice," added Pinkie.

"I'm not…mad. I just…can't…believe it," he mumbled as he collapsed on the carpet next to the girls. He lowered his head in his hooves where small whimpers could be heard between his hooves and Twilight rushed over to comfort him.

"There, there, Shining. I know it hurts, it will. But look what happened down in prison. She's suffered just as much as you have, if not more. She may not bear the physical scars but she has the emotional ones from Magicon's lies and spells. She loves you, Shining. Nothing will ever change that."

"Somehow…I think…he did."

"Shining, it's not good to keep holding it over your head. Yes, it was a bad thing and you messed up. You have to face the consequences for your actions. But you have to understand that you love Cadance with all of your heart. She loves you too. If you two didn't truly love each other, then you would never have been able to defeat the Changelings. Your love is truly unmatched."

"Somehow, I think…she'll still be mad at me."

Twilight paused, "I'll be frank, yes, she will be. You broke your vow. She's going to be mad and upset with you. But once you get past the anger you must see that it'll never happen again. You have to show her you're sorry and you truly love her."

"How do I do that?"

"Well, I can't really say. I've never had a coltfriend, much less a husband. I've never read romance novels or anything like that but I guess being honest would be a step in the right direction. Answer all of her questions and start by understanding. If she understands the context of what happened and how it happened, she'll be better able to make a judgment and more likely to forgive you."

She glanced back at her friends who nodded or simply attempted meek smiles to comfort her and her advice towards Shining.

"Th…thanks, Twilight."

"You're welcome, BBBFF." Though she offered what advice she could, Twilight wasn't sure if it helped her brother at all. His heart was seriously broken and so was Cadance's. She could only imagine how Cadance reacted when her friends told her the truth. She was even more amazed that Rainbow had rescued Cadance. She would have to hear that story.

While the two siblings talked and thought, the other girls huddled together.

"What happened to our Twilight?" asked Fluttershy in a whisper.

"From the looks of it, she was in prison," answered Rainbow.

"How'd she end up there?" asked Applejack.

"Probably she did something that Magicon didn't like and he threw her down there."

"But what did she do?"

"Could be anything, really. Knowing Magicon, he would throw her in prison for asking the wrong question."

"Now, Rainbow, don't you think you're being a little…harsh?" Fluttershy suggested.

"Me, harsh? You don't know the meaning of the word _harsh_, Fluttershy."

"Oh, I'm sorry."

"Now, both of ya'll, stop it right now!" scolded Applejack. "Ya'll been through a lot and are both tired and grumpy. This ain't about us; it's about Twilight and her brother. Let's keep it that way."

"I wonder how long she's been down there," wondered Pinkie.

"Not more than a day," answered Fluttershy. "Rarity and I saw her earlier. Shining, on the other hoof, has been down there for many months."

"Yeah, he looks awful," commented Applejack.

"Well, what did you expect, AJ? He's been starving in prison for months. He's going to look terrible," Rainbow stated.

"So, what now?" asked Pinkie. "Rarity and Cadance will be done soon and if Cadance sees Shining here, who knows what'll happen?"

"I'll go tell Rarity," Fluttershy stated.

"Don't tell Cadance. She's already upset," warned Applejack.

Fluttershy nodded and quietly snuck into the bathroom.

"Well, now what?" Rainbow asked.

"Let's see what happened to our Twilight and figure out just what is goin' on," suggested Applejack.

"I concur," added Pinkie.

"Fine with me," finished Rainbow. The girls broke formation and turned toward the two siblings. Shining still had his face buried in his hooves while Twilight gently stroked his mane, removing chunks of dirt and Celestia knows what else from the blue hairs.

"So, how are ya' feeling, sugarcube?" asked Applejack.

"Alright."

"Is there anything we can do for you?" Pinkie asked.

"No, but thank you."

"You sure?"

She nodded.

"Well, it's good to see you again, Twilight," said Rainbow.

"It's good to see you too. I'm sorry about your demotion and torture."

"Please, I handled it better than my fear of a Sonic Rainboom. But you, what happened?"

"I better start at the beginning."

She explained her story to the group. Fluttershy emerged from the bathroom as she began recanting her narrative and took a seat amongst the girls. Twilight explained everything. Her desire to find her friends. No contacts from them or Magicon. The changes in Ponyville. How Magicon had offered to teach her dark magic. How she had looked into his ancient book and he caught her and threw her in jail. She finished with her tale of escapement with her brother.

The girls sat in silence, some nodding their heads while others just watched Twilight. None of it surprised them anymore. None of it changed their opinions of Magicon. All of it confirmed what they already thought about him in their minds and what had to be done next.

"Quite a story," commented Applejack when Twilight finished.

"I'm not surprised he would do this to somepony," said Rainbow.

"But our Twilight. Oh, that's so horrible," said Pinkie who quickly appeared at Twilight's side and gave her a big hug.

"Uhh…Pinkie…can't….breathe," she stammered through her small breaths.

"Oh, sorry, Twilight," she apologized and released the purple unicorn from her grasp.

"I'm sorry you had to go through that, Twilight," Fluttershy lamented.

"It hurt, but I'm really not. If I had never gone through that book I would've never known who Magicon truly was and I would've never found my brother. So, in a weird way, I'm actually thankful that I did get in trouble."

"Our Twilight bein' thankful for gettin' in trouble? What did ya' do to our Twilight?" teased Applejack.

"Very funny, Applejack."

"So sorry I'm late, everypony. What did I miss?" Rarity asked as she emerged from the bathroom.

"Rarity! It's so good to see you!" Twilight exclaimed with a smile on her face as she approached the pristine unicorn.

"Twilight! What in Equestria happened to you?"

"I've been in prison."

"Prison? For what?"

"For discovering the truth about Magicon."

"Oh, that. Well, let's see…I would give you a big hug if you weren't so…umm…dirty. Come now, let's get you cleaned up."

"Rarity, are you sure that's a good idea?" warned Pinkie.

"She's calm right now and she'll be happy to see Twilight. Come on, Twilight."

"Well, alright." Truning back to her brother she noticed Applejack sitting beside him.

"Ya'll go on. Ah'll take care oh him."

"Thanks Applejack."

The two mares then proceeded into the bathroom for a cleaning and a heart-warming meeting while the rest of the girls remained in Rarity's bedroom, while Shining Armor kept his face buried in his hooves.

"I hope Rarity knows what she's doing," Rainbow said.

"Ah think she does."

"Quite a day we've been having," commented Pinkie.

"Yeah," added Fluttershy.

"Ah just can't believe one pony did all of this," Applejack said.

"There's still something fishy going on," said Pinkie.

"What's that?" Fluttershy asked.

"Why did Magicon want us to help him and in places where we would have little contact with each other and Twilight?"

The girls thought for a moment before Rainbow asked a question, "Do you think he knew about the power of our friendship?"

"You mean the Elements of Harmony?" Pinkie asked,

"Yeah."

"Well, it's possible he discovered them, though he never mentioned it to me."

"He wouldn't, but assuming he does know about our friendship and the Elements, he would know the power they have. With that knowledge he might've wanted to weaken their power separating us."

"That would be something he would do," Shining Armor said, surprising all the girls.

"Shining, how are you feeling?" Fluttershy asked as she quickly flew over to him and held him.

"Alright. I'll feel better when Magicon pays for his crimes."

"You're not going to umm…hurt him are you?"

"I am."

"Oh my."

"Fluttershy, you need to stop being such a pacifist," said Rainbow. "It's clear that Magicon is a terrible pony. Look at everything he's done. You're not immune from it. He even tried to keep you away form all of us."

"He has to be held responsible for his crimes," added Shining.

"Yeah…I guess. But couldn't we expose him to all of Equestria?"

"Ah don't think that would work. Ah mean Dashie, Shinin', and Twilight are criminals and we're helpin' 'em. Sides, Magicon is too popular that anythin' we say will just be ignored," stated Applejack.

"I worked with him the most and I never suspected he had done what he actually has," said Pinkie. "I mean my Pinkie Sense kept telling me something was wrong but I figured it wasn't due to him. I guess it was."

"Why don't we figure out a plan once Rarity comes back?" said Fluttershy. "After all…I mean…uhh…she knows ponies that might help."

"Hmm…that's not a bad idea," said Applejack.

"If we're going to stop Magicon we're going to have to do it subtly and slowly. Three of us have directly confronted him and lost. He's just too powerful," said Rainbow.

"I hate to say it but Rainbow's right," remarked Shining.

"Good, so now we need to figure out a plan," said Pinkie.

"If you're planning anything then I want in," said Rarity behind them as she emerged from the bathroom. "Twilight's fine, Shining. She just wants some alone time. It's been a rough few days for her."

Shining slowly nodded.

"And everythin' else is fine?" Applejack asked,

"Everything's fine, Applejack."

"Listen though, when I was in the bathroom I saw guards searching all over the place. My guess tells me that everypony has been alerted to your and Twilight's escape. It won't be long before they start searching our rooms. We can't stay here."

"Well, where are we supposed to go?" asked Pinkie.

"I think I have a place not far from here where we will be safe," suggested Rainbow with a smirk, half-believing she was suggesting the place.

* * *

"What?!" roared Magicon. "You're lying!"

"We're not, sir, the two of them are escaped criminals," answered the guardspony. He seemed slightly nervous by Magicon's voice and his new image.

"Find them! I don't care if you have to search every nook and cranny of Equestria! Find them! Show no mercy! If they run, kill! If they don't, bring them to me alive! And don't fail me!" he ordered as the guard hurriedly saluted and ran off.

Magicon slammed his door shut, fuming.

"This isn't possible! Those dungeons were impenetrable! How did they get out and how did she find him down there? It's not possible! Somepony is going to pay!"

He already knew who, though, and was set on administering the punishment himself. He opened his door, glared at the two guardsponies guarding it and rushed towards the dungeons.

Servants and advisors in the hallways rushed to the walls as he ran past them. Something told them not to interfere with the Prince. All of them did a double-take when he passed making sure that that pony was indeed their Magicon. He looked so different. What look was he trying to pull off? They didn't know and they didn't ask. Something had changed in him and they all felt it and saw it. They were suddenly slightly fearful of him, making silent pacts to stay away from him as much as possible.

Magicon didn't bother with the servants as he approached the broken down door to the dungeon. Two Night Guards were busy working to fix it when he approached.

"Cease your work!" he yelled, causing the guards to jump and scramble to salute him properly.

"Assemble the rest of the Night Guard in the break room! If they're not all there in five minutes they are immediately dismissed from the guard! Am I understood?"

"Sir, yes, sir!" they responded and flew down the stairs towards the dungeons.

Magicon slowly followed them, taking his time as he descended the stairs, preparing his magic for what was to come. This failure was inexcusable and they must be punished. Shining and Twilight knew too much. If they managed to convince ponies about him, he would be ruined. That must not happen. He was too young to have his rule end. He would not let his hold on Equestria slip so easily. They would pay and so would everypony who failed to capture them.

He reached the bottom of the stairs to find the area completely deserted. But the evidence of a recent fight could not be mistaken. Chunks of stone were lying about and pieces were missing from the ceiling and walls. The wooden door was in a heap of ash and some of the stone was still smoldering.

He continued down the hall examining the damage from the battle. He saw the fight the guards had put up with and saw the power the two of them had. He reached the collapsed ceiling, only being held up by a few wooden supports. One buck and the whole ceiling would cave in. He made a mental note to remember that.

He continued slowly walking through the halls as he caught a few glimpses of Night Guards running to their meeting room. As he examined the halls, he noticed that it wasn't just that escape that had caused damage, their was evidence of Rainbow Dash's and Cadance's escape as well. Pieces of her tail and mane were on the floor alongside a few strands of pink.

Magicon guessed that Rainbow and Cadance flew out of the corridors with less of a fight than Shining and Twilight.

Finally turning a corner, he saw the large steel door of the Night Guards home. The torches continued to flicker as he walked past. Nopony was present as he slowly opened the door.

Inside, the entire Night Guard was inside, some seated others standing against the wall. It was dark, just like the rest of the dungeons with various doors and corridors leading off the main room. As he entered every guardspony rose and saluted him as he made his way to the front of the group.

He could tell they were slightly worried, confused, and even a little fearful of him. His look was scaring ponies; that was good sign. Once he reached the front of the group, he turned around and faced them.

"You may cease the salutes, but remain standing. I will be brief. I know this wasn't foreseeable. I know you were caught off-guard by their strength and their skill. But that does not excuse you for their escape. These dungeons were designed with confusion in mind. You could've led them down a wrong corridor, in circles, and any number of possibilities. But instead you led them directly to the exit and they escaped. It's even worse considering that not only two but three prisoners escaped, and one aided by a former lieutenant.

"I don't know how Rainbow got in nor do I care. What matters is that she managed to rescue Cadance and get out. The same is true for Shining Armor and Twilight Sparkle. You have failed me and failed Equestria. You have let them get away and threaten the lives of the ponies above. I cannot tolerate dissention or prison escapes. You will all be reprimanded for this. Right now!"

In seconds a dark wave of magic washed over the guard forcing all of them crashing against the wall behind them. The sound of hooves and armor meeting stone echoed around the room. From his horn Magicon conjured a whip of fire and began cracking it against the guard left in right. The room was illuminated by orange and red flame, exposing black silhouettes of guards writhing in pain from the heat against their bodies.

The speed of his attack and the accuracy shocked the guard and the yelled and screamed in pain as the fire pierced their armor, searing their coats and manes. Magicon showed no mercy as he continued to whip them.

When he was finished with one group he turned on to the next one, only to go back to the original. Their screaming and yelling was what they deserved, but Magicon wanted them to truly suffer from their mistake. Physical pain wasn't enough; mental had to happen as well.

From his horn, he triggered a massive migraine in everypony except him. Their screaming and yelling only increased as the pressure inside their heads increased ten-fold. Some managed to from words begging Magicon to stop.

But he was ignorant of their pleas, only listening to the yells and screams as he continued to punish them.

Deciding that it was time to try something else, Magicon dispersed his fire whip and conjured an ice one. The crystal glow filled the room in a light blue before meeting the manes, coats, and flesh of the guardsponies.

The sudden coldness made it even more painful to them. Some were already beyond the point of screaming, scratching against the walls to get out. Yet the pain did not cease as the whip continued. The cold was worse than the fire. It stung harder and longer than the fire and its cold coursed through every point in their bodies.

The screams continued until Magicon, satisfied with his punishment, dispersed the whip. He left one final reminder of the error of their ways by conjuring another black wave that crashed against them. The sound of bones breaking filled the air and a few were heavily bleeding, but Magicon didn't care.

He spoke with no remorse and no compassion. "You have endured the wrath of the Prince of Equestria. Fail me again and the consequences will be even greater."

He walked out slamming the door shut as the guards slowly regained themselves and helped each other.

Magicon bore his evil smile as he walked down the corridors toward the exit. When he reached the partially collapsed ceiling, he bucked one of the wooden supports causing the ceiling to collapse behind him. The sound of falling stones filled the air as smoke and dust rose behind him. Amongst those sounds an evil laugh could be heard as one pony left his own mark in those dungeons.


	38. Chapter 37

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 37**

"Ya' sure this is a good idea?" Applejack whispered while peering around a corner.

"Do we have any other choice?" retorted Rainbow Dash in a hushed tone. "It's not like we can just fly out of the tower."

"Hush. We're gonna get caught," whispered Pinkie.

She along with Applejack and Rainbow were making their way towards the Canterlot Caves. Shining was with them. The other girls would move with Cadance later when they were ready.

Despite the regrouping Shining wanted to be with his wife and only agreed to go with the girls after intense persuasion that Cadance would be too upset or angry with him. She didn't even know he had escaped. Nopony, not even Twilight, had told her.

As for Twilight, though she worried about her brother, she realized that if they were caught together, the consequences would be even greater than if they were captured separately. It also made it harder for the guards to follow them. Smaller groups were always harder to track than larger ones.

So Twilight stayed behind with Fluttershy and Rarity as they helped Cadance deal with her emotions and pack whatever they could for however long when they would be down in those caves. She would lead the group to the entrance while Rainbow led the first group.

"No guards present," Applejack stated. "Which way?"

"Towards the rear of the palace, whichever way that is," answered Rainbow.

"That's a left then," added Pinkie as Applejack nodded and the group quickly scurried down the hall, hiding behind statues, plants, and anything they could find if anypony saw them or suspected they saw them. Thank goodness it was dark; otherwise they would've had a much harder time sneaking out.

Moving quickly down the hall, they only stopped if they saw or heard a door open or hoofsteps. Numerous times they hid in the shadows as a servant or advisor passed by. They held their breaths each time until it was safe to proceed.

"Keep going straight. It leads to the patio towards the mountain," Pinkie stated as they quickly passed through an intersection of hallways.

They avoided moonlight as much as possible and remained in the shadows and darkness. They didn't know where the Royal Guard was and that was all the more nerve-racking. When the finally saw the patio they realized that they had to exit through a large glass conservatory to get to it. The moon shown spectacularly through the glass, illuminating the floor tiles.

"If anypony spots us in there, we're dead," warned Rainbow.

"I have an idea," said Shining as he examined the room and the patio beyond. The gardens lay beyond, devoid of any flowers at this time of year.

"Rainbow, do you think you can fly over to the end of the room and open those doors?"

"You bet."

"Then go and once you have them open, hide somewhere close."

"But what about you, and Pinkie, and AJ?"

"I'll take care of it. Just go before we're caught."

She reluctantly obeyed and flew to the other side of the room, unlocked the doors as quietly as possible, opened them, and disappeared into the night.

Once that was complete, Shining said, "Both of you, grab one of my hooves and hold on tight."

"What are ya' gonna do?"

"We're going to teleport."

"Oh you mean like go somewhere really fast? Yay! I love teleporting!"

"Alright, then hang on." He charged his horn quickly and a loud pop echoed through the hall as they disappeared and suddenly reappeared on the porch outside. Applejack put a hoof to her head and shook it, trying to reorient herself with her surroundings. Pinkie and Shining were unfazed and quickly shut the glass doors.

"Let's never do that again," Applejack grunted as they searched for Rainbow's hiding place. They scanned the gardens and made out her waving hoof in a nearby bush. They ran off the stone patio and onto the soft, cold grass towards the bush. On this surface they were quieter and sneakier than in the palace. They had managed to get out and were now even closer to the caves. They only hoped that nopony was in there looking for them.

Once they reached the bush, they jumped in and let out a long sigh of relief. Looking back towards the palace they saw only a few windows illuminated by the gas lamps. Most ponies were asleep allowing them the chance they needed.

"Well, that went smoothly," Pinkie stated.

"Where to, Rainbow?" asked Shining.

"If I remember correctly, there is an entrance to the caves as you exit the gardens towards the mountain."

"Is that were you escaped?" Pinkie asked.

"Yeah."

"Alrighty then, towards the mountain," said Applejack as the group scanned for any guards. None could be seen so they moved through the gardens. They stayed low, practically crawling through the grass alongside the empty flowerbeds and bushes as they moved. They saw the gates for the exit, closed and locked. Guards would be there as this was technically still an entrance to the palace.

They crept alongside the ten foot high wall surrounding the gardens, approaching the gates when they stopped. They heard voices, low and impossible to decipher, but voices nonetheless. Rainbow quickly took to the sky and laid herself on the top of the wall, overlooking the gardens and the outside road. She flew back down as quickly as she had flown up.

"There are two guards in small shelters next to both sides of the gates."

"Well, what do we do now?" Pinkie asked.

"Pinkie, you and Ah can walk out fine. The guards aren't after us," Applejack stated.

"And I can silently and quickly fly over towards the caves entrance," Rainbow added.

"But don't you think they'll be suspicious? I mean we're Twilight's and Rainbow's friends and all," Pinkie eyed Applejack nervously.

"Well, we gotta try it. We can't just stand here. 'Sides, I didn't hear anythin' about us from the guards or anypony."

"Well, alright," she replied half-confidently before turning her attention to the pegasus. "Rainbow, did you see it from up there?" Pinkie asked.

"See what?"

"The cave, silly."

"Oh yeah. It's in a small grove of tress just down the road from the guards."

"Then that's where we'll meet up," said Shining.

"What are you going to do?" Pinkie asked.

"Rainbow, are the trees visible through the gates?"

"Yeah, but I wouldn't suggest teleporting with the guards right there. It's too loud."

"I know. I was just asking."

"Do ya' have a plan in mind?" Applejack asked.

"I do. Rainbow, stay on top of that wall and keep an eye on me and the guard. If anything should go wrong, fly in and carry me to the cave."

"I'm not sure I can, but I'll try."

"So, are we ready?" Pinkie asked.

"Yup," answered Shining.

"Be safe," comforted Applejack giving Shining a warm hug before walking towards the gate with Pinkie.

The guards heard them, opened the gates and escorted them out without a word. Pinkie was on edge but tried to hide it and Applejack simply raised her muzzle in a fashion similar to Rarity's. It was her best coping and stealth strategy, while hiding dark secrets. They both prayed that the guards wouldn't ask any questions and when they didn't they both let out a sigh of relief as they walked down the road. Rainbow flew up to the wall and watched as Shining made his way back into the gardens.

Just as the guards were closing the gates a loud bang echoed throughout the gardens. The guards jumped, reopened the gates, and ran into the garden. Inside the gardens the central fountain had suddenly caught fire. The pools were the water collected in the summer was replaced be yellow, orange, and red pools of fire. The statues in the fountain even glowed slightly from the heat. It was a beautiful display, had it not been for the fact that the fire could consume the dry bushes and grass surrounding the fountains.

Caught off guard by the sudden outburst, the guards rushed towards the fountain, doing what they could to dispel and douse the flames. One was a unicorn and cast water spells while the pegasus kicked up dirt to extinguish the flames.

While they scrambled to contain the flames, they failed to notice a single unicorn slip through the gates and down the main road with an astonished pegasus flying above him.

They quickly made their way to the grove of trees and joined the two astonished mares waiting for them.

"Dear Celestia, what happened?" Applejack asked.

"I gave the guard something they should be better trained in," Shining answered with a smirk.

"And what's that?" Pinkie asked.

"Being prepared for the unexpected."

"I like it."

"So do I. That was badass, Shining," complimented Rainbow Dash giving him a brohoof.

They looked back at the gardens, illuminated by the orange light of the fire. They couldn't see the flames, but their light illuminated the wall and the road where the gates were opened.

It was quite a sight for them, but they couldn't stay to watch see how the guards fared. They had to get into the cave.

"Let's hope the girls don't have trouble getting out," hoped Pinkie.

"They're going a different way so they might actually have an easier time with this distraction for the guards," said Rainbow. She began searching nearby trees for the entrance.

"It should be right around here."

"Dashie, over here," called Applejack. The group approached her as she pointed to a small hole at the base of a large pine tree.

"Yup. That's it. Thanks, AJ."

"You're welcome."

"That's going to a tight fit," Shining remarked as he examined the small hole. It was beyond dark down there. He didn't know if there were any sharp rocks or other dangers down there, but he had to go if he was going to be safe.

"Alright. So who wants ta go down first?" Applejack asked.

"Oh, oh, me ,me!" exclaimed Pinkie who jumped into the hole without a second thought. The heard her tumble down and waited until they couldn't hear anything anymore.

"Pinkie, can ya' hear us?"

There was no reply.

"Pinkie, you down there?" Rainbow asked

There was still no response and the three looked at each other with worried eyes.

"Well, there's no point in waiting around. I'm going," Rainbow stated.

"Be careful," advised Applejack as she hugged her.

"I will. I'll see you soon."

She crouched into the hole and made her way down. The two then listened until they couldn't hear her anymore.

"Alright, Shining go 'head," Applejack gestured.

"Let's hope I can fit," he commented as he approached the hole. Much to his surprise he found that he had a little wiggle room as he moved through the hole. He lit his horn for some light and saw tree roots and dirt that gradually changed to solid rocks.

Back on the surface Applejack waited checking behind her to make sure nopony was watching. She then crawled into the hole and proceeded to join her friends. It was dark and rough. She couldn't tell where she was going and constantly had to feel her way through the tunnel. Whoever had dug this hole had not meant for it to be a main entrance to the caves. It must've been an escape route. Something that trapped ponies had dug when the rocks collapsed inside the cave. Applejack only hoped that that wouldn't happen to them.

She continued moving through the tunnel and as she did, she swore she could hear voices. She didn't yell though, afraid that the vibrations might cause the tunnel to collapse leaving her trapped. She just had to keep moving.

As she did she noticed the tunnel was growing in size and she found that she could walk upright through the rest of it. It grew around her until she saw the familiar light of Shining's horn.

She rounded a corner and she was suddenly in the caves themselves. The polished stones reflected Shining's light, illuminating the entire cave. The stones also acted like mirrors, reflecting the image of Shining, Pinkie, and Rainbow in the center of this cave.

They all smiled when they saw her and Rainbow flew right over and gave her a big hug.

"Glad you could join us. How was the trip down?" she teased.

"Oh, hush up."

"Right. Everypony alright?" Shining asked.

They all nodded.

"Well, we made it and I don't sense anypony other than us is down here," Pinkie stated.

"Let's wait for the rest of the group. They'll be leavin' soon and will be join' us in notime," Applejack stated.

"Let's hope so," hoped Shining.

* * *

They emerged from the bedroom quickly and quietly. Only the moonlight and torchlight illuminated their bodies and movements as they scurried down the halls of the palace. They knew where they were going and how to get there, the difficult task was getting there without getting caught.

All the servants had retired for the night so they only had to avoid the Royal Guards who were patrolling the hallways and conducting random searches of rooms.

They were silent as they moved until the saw two Royal Guards approaching and quickly dashed into a nearby bedroom.

"That was close," remarked Rarity as they hid in the bedroom.

"Yeah," whispered Fluttershy.

"Everypony ok?" asked Twilight.

"I'm fine," Cadance answered.

"So, what's next?" Rarity asked.

"We need to get to the service entrance," answered Twilight.

"How much farther is that?" Cadance asked.

"We're about halfway there."

"Alright. Fluttershy, check for any guards."

She did so silently, poking her head out of the door into the hallway. It was devoid of any life, safe for the potted plants silently resting alongside the walls.

"We're clear," she whispered back and with the girls behind her, quietly emerged from their hiding place. Twilight pointed in the direction they needed to go and they quickly followed, their hooves being the only sound echoing through the halls.

They kept to the walls and stayed away from the torches, gas lamps, and windows which were casting a pure white glow of moonlight.

They peeked around a corner and saw closed doors, some filled with sleeping ponies. They moved quickly into the hallway and Twilight took the lead. She led the group directly up to a wall.

"Umm…Twilight, I hate to be a bother, but this is a wall," stated Rarity.

"Actually, it's a servant's door," she answered. Pushing at the wall, it easily gave way to a small but well-lit spiral staircase heading down to the main floor. The girls peeked inside, curiosity completely overwhelming them.

"Oh, I stand corrected," Rarity remarked and entered the passage, slowly proceeding down the staircase. Fluttershy quietly followed with Cadance in tow. Twilight, making one last glance to check for any guards, closed the door and finished the pack.

They all hoped that no guards would be in the servant's quarters below. None of them were familiar with this area and hiding would be much harder here. When they reached the bottom of the stairs, Rarity opened the door and poked her head out. It was dark and quiet, nopony was in sight. She opened it fully, a small creak sounding through the room, and exited with the other three right behind her.

The room was fairly sized, but very plain compared to the marble and stone of the palace above. Only Twilight knew where in the palace they were. She had spent her youth studying spells, maps, and mazes and the palace was a perfect example to test those skills. Despite being away from it for years she still knew it like the back of her hoof.

"Where are we?" Fluttershy asked.

"The servant's quarters," Twilight answered. The hallway on your right services the meeting and conference rooms. The hallway on your left serves the bedrooms. The center hallway leads to the kitchens and service entrance."

"So that's where we're going," Cadance answered.

"Correct."

"Well, I say we better get moving. I don't know this area and will have a tougher place to hide from searching guards," Rarity remarked.

"I think…umm…the servants were already searched here," Fluttershy said.

"That would make sense, Fluttershy," agreed Twilight. "If anypony was looking for fugitives they would start with the lower classes to see if they were harboring them and, if caught, would cause less of a scandal than being aided by ponies of your status."

"Twilight darling, there is nothing in Equestria we wouldn't do for you," Rarity stated. "But we have friends worried about us. Let's get moving."

As they began walking down the hallway Twilight nudged up to Rarity and said,

"Thanks, Rarity."

"You're quite welcome, dear."

They were silent as they walked. The floor was stone and the walls were solid wood. Their hooves echoed throughout the hallway. Gas lamps lined the walls, quietly hissing as the girls passed, and a low ceiling made the hallway seem endless and eerie.

"This is quite a long hallway," remarked Cadance.

"It's designed to be. The servants are meant to be kept hidden from view. This hallway runs the length of the palace and has numerous entrances and exits. We're going to one that leads to the gardens," Twilight stated.

"So, how much further is that?" Fluttershy asked.

"It should be right…here," she pointed to a wooden door on her left. Approaching it, she whispered,

"Let's hope nopony is on the other side."

She opened the door and was relieved to see only darkness. But once her eyes adjusted she saw that a small staircase led to hatch door. Climbing the stairs Twilight peeked through the wooden boards of the door and scrambled back down.

"We can't go this way," she mumbled.

"Why not?" Fluttershy asked.

"The garden is on fire."

All of their jaws dropped as they heard that.

"You can't be serious!" exclaimed Cadance.

"See for yourself."

The three of them scrambled to the door and peeked through the cracks. Sure enough Twilight was right. From their vantage point they could see the main gardens and, sure enough, the main fountain was ablaze. Royal Guards were scrambling to douse it with magic, water, and dirt. It was an amazing sight to behold, but time was pressing. Twilight called them back and they reentered the hallway.

"Well, that takes care of the guard problem," Rarity commented.

"Yeah, but what now?" Cadance asked.

"Is there another way we can go?" Fluttershy asked.

"Yes," Twilight answered. "This exit is the north exit which we can't use. The gardens enclose the entire palace and a service road runs on the eastern and northern entrance. The cave is on the north end, but if we exit on the eastern service entrance, the main one, we'll be able run on the road to the cave and where we're rendezvousing with the other group."

"So, where's the main entrance?" Rarity asked.

"At the end of the hallway. Come on. We need to pick up the pace. Who knows how long that fire will keep the guards distracted?"

They jogged down the hallway, ears and eyes ready for anypony or anything that might cross their path. The hallway turned and they did as well. At the end of the hallway they saw large wooden doors, unguarded.

They ran for the doors and they all put an ear to them once they arrived. They heard nothing on the other side, a very good sign.

"I'll go first," Rarity stated.

"Be careful."

"I will and thank you, Fluttershy."

She opened one of the doors and slipped outside. She was back in a few seconds and gave an all clear signal.

The night air was frigid to their coats, and the moon illuminated the dark grass and mountains behind it with a certain calming charm.

They could see the orange light of the fire to their left, but made no attempt to see the fire itself. In the moonlight they saw a gravel road stretching up towards a main gate. Deliveries and arrivals were carried out here. It was extremely busy during the day and summer nights but in winter, it was as silent as the mountains.

"I'll check for any guards. I can't get in trouble," Rarity said.

"Alright," they answered.

She crept forward, turning her head back and forth multiple times. Even though she knew she wouldn't get in the trouble the sense of excitement, danger, and adventure coming from helping her friends put her on edge. She continued to venture forward, seeing a few guards running past her field of vision, scrambling to assist the fire in the gardens.

Rarity knew they didn't have much time. Even with the guards distracted servants, advisors, ambassadors, and Magicon himself might awake, flooding the grounds with ponies. They had to move now and fast. Seeing the gates locked, but unguarded, she could easily break that lock and get them out. She only hoped that the road would be deserted until they reached their final destination.

Satisfied with her overview she ran back to her friends and explained the situation to them.

"I don't think we have much of a choice," Twilight commented. "We have to move now."

"How are we going to do that?" Fluttershy answered.

"Simple. Cadance, you and Fluttershy will fly over the gates and land on the other side of the road. Fly fast and quietly and stay away from light. Rarity, you and I will cast an invisible spell allowing us to walk right across the grounds and through the gate. We will meet you two there and walk towards the trees where the caves entrance is."

"Sounds easy enough," Rarity commented.

"Anything else?" Cadance asked.

Twilight shook her head and Cadance nodded. She walked a little ahead and gestured Fluttershy to follow her. Reluctantly she did and together they spread their wings and took off. With the guards rushing to the gardens they did not notice two pegasi fly over the gates and land across the street. Twilight and Rarity watched them fly in the moonlight until they landed on the other side of the wall.

Together they conjured an invisibility spell, difficult for both of them, but workable together. Twilight provided the raw power while Rarity crafted the design to coat both of them. Once that was completed they moved quickly and quietly down the gravel road until they reached the gate.

Numerous guards passed them, but they failed to see them or sense the magic that they were emitting. Twilight examined the lock and easily broke it, and opened the gates just enough for both of them to sneak through.

They closed them and ran across the street, hiding in the darkness of the mountain. Removing the spell, the girls surprised Cadance and Fluttershy nearby who, to them, it looked like two ponies appearing out of nowhere.

The two unicorns quickly ran over to the other mares.

"You alright?" Fluttershy asked.

"Yup. You?"

"Fine. And you?"

"Good."

They sat for a moment to catch their breaths and look over at the orange glow behind the wall. They could only guess how hot and how dangerous those flames must be.

But they didn't stay for long. They rose and walked down the side of the road, confiding themselves to the shadows until they reached the cluster of trees Rainbow had mentioned. They found the hole and each began shimming their way down. Twilight led, since she had the best knowledge of the tunnels. Cadance followed with Fluttershy reluctantly trailing. If it had not been for Rarity pushing right behind her, Fluttershy would've never gone down through this tunnel. She was never a fan of caves and small, dark tunnels into them made it all the more frightening. But her friends were counting on her. She had to do it for them.

They arrived at the end and were greeted by the rest of the group, happy smiles on their faces to see them. The smiles suddenly disappeared when Cadance and Shining Armor laid eyes on each other. His were apologetic and remorseful, hers hurt and bitter. They didn't speak and didn't move. He wanted to apologize, to wish it all away. She wasn't sure what she wanted; all she knew was that she felt something tight and painful in her chest.

For the girls, they looked uneasily at each other, unsure how this would play out. They hadn't expected this but it was no longer possible to delay the inevitable. It had to happen here and now. Bigger problems lay ahead and if they were hampered by these problems, they would be crushed by the big ones. For better or worse, it had to be resolved.


	39. Chapter 38

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 38**

The screams echoed through the halls of the palace. Everypony heard them; nopony investigated. Fear and shock prevented them. The coldest chill permeated throughout the entire building, confiding everypony to their rooms. They didn't know for certain who emitted the screams or what was causing them, but they didn't dare investigate. Some unknown presence told them to stay away. So, they did.

They remained in their rooms or in each others rooms. They spoke in hushed tones and refused to attend to their duties. The rumors about Magicon's changes, both physical and mental, were overwhelming and inescapable.

"Is he really doing that?"

"Why did he change so much?"

"Never mind why. What about what caused those changes?"

"Maybe some emotional thing."

"No, it probably was some bad spell."

"I know bad spells and that was not accidental. It was deliberate."

"But why?"

"I guess we'll only find out in due time. Until then, keep quiet and don't upset him. If he gets upset he's going to hurt us."

"He wouldn't do that."

"Look at what he's doing now."

"What is he doing now?"

"I don't know but I have a suspicion that those screams are involved with him."

The servants couldn't be more wrong. From a large storage room on the second floor, yells and screams emitted from behind a heavy door that nopony approached.

On the inside the royal guard scrambled against the cold walls as a hot whip met their coats, searing the hair off their bodies. Pure, hot fire met pure flesh and skin producing the worst pain imaginable. No exercise had been this painful; no training could've prepared them for Magicon's wrath.

He showed no mercy and no restraint as he continued to whip his guards.

"You are all fools!" he yelled with pure venom in his dark, deep voice. "To be so foolish as to not even think who caused that fire and to not even try to look for him is inexcusable! Did you not notice? Are you all that pathetic to not even think, but just act?"

"But sir-" cried one guard, obviously trying to explain their actions.

"No _buts_!" Magicon raged. "I don't want nor do I need an explanation from you all! You're failure is inexcusable and you all must suffer! The Night Guard failed me and now you have failed me! You're consequences will be severe!"

He put more energy into his whip and continued to lash it against the bare flanks of the guardsponies. They yelled and screamed from the searing pain that would not cease.

Magicon didn't care if he killed a single or every guardspony in the room. He didn't care if they begged for mercy; he would give none. He wanted every single one of them to suffer like they had never suffered before. Only then would they learn the error of their ways. Only then would the rumors and spilled secrets stop. Only then would the guard obey him without question. Only then would he have total control.

He continued his lashings, never stopping for a moment. They would learn their lesson even if all the hair had to be seared off their flanks and blood trickled down their manes. He would have Equestria under his hoof.

* * *

Their eyes met each other. The number of emotions conveying between both of them was incalculable. The tension was incredibly thick and the girls agreed to leave the couple to their time. They knew it was going to be bad. They knew it had to be now. They knew they couldn't delay it any longer. They could only hope it would end well for all of them. Cadance and Shining Armor was one problem, but there were other problems as well. Magicon demanded their attention. They had escaped the palace but they had no idea how long it would be until they were either found or Magicon would start hurting innocent ponies all over Equestria. He had done so much already and had to be stopped. The question that they pondered, or tried to ponder, was how.

For the former captain and princess, with the departure of the girls their true feelings could emerge.

Cadance made the first move with a harsh tongue.

"How dare you."

Shining didn't respond. He only continued to stare at his wife and stand her accusations as each chipped away at his heart and soul. He only hoped that she would give him the chance to explain himself.

"I can't believe you would do something like this! You promised to stay loyal and devoted to me for our entire lives! Yet you go and pull something like this? Do you know what it feels like? Do you know what it feels like to have your spouse betray you? Do you know what it feels like to have the truth hidden from you for so long? Do you know what it feels like to be punished for knowing the truth? Do you know what it feels like to find out the truth from your friends? I do."

"Cadance please-"

"No! You're going to shut up and listen! You hurt me. You really hurt me. I can love and tolerate many things but I can't love and tolerate this. Look at what you did and where it has ended us. I just can't believe you would stoop so low. It just hurts so much."

"Cadance-"

"I'm not interested in what you have to say. Your actions have already done that. Look at yourself. You're a fragment of your formal self. You allowed yourself to fall and lose your command, your life, and everything you loved. You gave in to your emotions and look where it ended you. You've been in prison for Celestia knows how long, growing weaker and more pathetic each passing day. What happened to the loyal stallion I married? What happened to the stallion that cared about his family? What happened to him?"

"He's still here," Shining mumbled.

"You don't seem very confident by that statement."

"What do you want me to say? You're not going to listen. You're not going to forgive me."

"I never said that. I said I was and still am really hurt. Imagine if I had cheated on you with another mare. How would you feel? What would you do? Tell me, Shining. Tell me."

"I…I…don't know."

"Would you divorce me?"

"No! I love you no matter what!"

"Then tell me, why? Why did you give in? Why did you allow yourself to do it?"

"I…I…don't know. My emotions…just got out of control. I was just so…stressed and I needed release. You weren't there and I needed somepony."

"So you just decided that Magicon would be an acceptable alternative to me?"

"No, no! It's just…I liked him."

"Yes, I can see that."

"Yes, well…I did. I don't anymore. I can never like him after what he's done to you, me, and Twilight."

"Yes, what about your sister? How do you think she feels about all of this? Did you not stop to consider how she might fare by your actions? Whether you know it or not, Shining, your actions affect ponies."

"I know, I know and I'm so ashamed of it."

"I can't help that. It's your fault. It's all your fault."

"I know, I know."

"Then tell me, was Magicon just a sex toy for you? Or was there something more. Was there always a little part of you that wanted him? Even on that altar on our wedding, did a part of you want to say 'no' instead of 'I do'?"

"I…I…yes."

Cadance feel silent as the simple three letter word fell on her. She closed her eyes and took it in slowly, contemplating everything that was conveyed by that one word. She flashbacked to their wedding, how disastrous it had begun and then how glorious it had ended. How she had rescued him and saved him, believing he would be true forever. How foolish she had been at the time. It wasn't Queen Chrysalis that had stolen Shining Armor's true love; it was Magicon.

But he had given in to the Prince. He had said yes to the stallion that fateful night. When he promised to be faithful on the altar, a part of his mind wanted to be faithful to Magicon. She just couldn't understand it. She just couldn't.

"Cadance, I want you to know…that I still love you."

"Somehow I don't think that has any meaning to me anymore."

"But…but…you must understand."

"I do understand. You've been friends with Magicon for a long time. He finds you sexy and handsome and what you find in him is beyond my comprehension. Whatever the reason, you decided to stay in the closet and hide your true feelings. You thought you could put your feelings for him aside when you met me. But the tinniest part of your heart fluttered every time you laid eyes on that stallion.

"You wanted to know what it would be like. You wanted to try it. To see what it would feel like. And when the opportunity presented itself, you took it and enjoyed it. Am I incorrect?"

Shining's mouth was dry and wordless. He didn't know what to say and even if he did he didn't know how to say it. He had always thought it was a small crush; nothing more. He truly never expected it to be true love. No, it wasn't true love. There was nothing there now, but was there something before. Given the choice and knowing the truth about Magicon's sexual orientation before any of this, which side would he have picked?

He didn't know and he didn't want to know. Hypotheticals were useless now. What happened had happened. There was no changing it. There was no reversal switch. He couldn't travel back in time and undo all of this. He had to face reality. He had to accept what had happened. He had to be honest with himself, with Cadance, and his sister.

Building up whatever courage he had left, Shining spoke softly but full of emotion.

"Look, Cadance. You're right. You're completely, 100% right. I didn't realize I liked Magicon until I had met you. I didn't know what love truly was until I met you. And when that happened it showed me two paths: you or Magicon. But I didn't know what Magicon would think of me so I didn't venture down it. Yes, fear of the unknown was part of my decision, but so was love. I saw the love you had for me and for everypony that Magicon did not possess. I saw a truly great and real life with you. I chose you, not by default, but because I could really see spending the rest of my life with you. It was you, Cadance. It was always you.

"Yes, I liked Magicon. Yes, I let my emotions run wild. Yes, I was completely stupid and a terrible husband. I can only beg for your forgiveness and if you don't I completely understand. But please, understand what I'm talking about. I…love you, Cadance with all my heart."

He had lowered his head and body down to a kneel, tears streaming down his face as he spoke. It wasn't an act. It was real. He truly loved her, but the question was would see return his love.

For Cadance, she knew he was being honest. She could see it in his cerulean eyes. Those eyes had won her over from other stallions. She thought he would be strong and loyal. But here he was, half-starved and knelling on a dirty cave floor begging for her forgiveness. She would've never imagined it would come to this.

"Shining…I don't doubt your love for me. I understand what happened and how you felt. I'll never understand what drove you to such a length but that's beside the point. The point is how sorry are you?"

"Cadance…you know…how…sorry I am. You know…there are…no words…to show…how sorry…I am. Please, Cadance, I'm…sorry. So, so…sorry."

He collapsed at her hooves, his face covered in tears. It was a pitiful sight to anypony passing by. But to them, it was the moment for a decision.

Only Cadance could decide it and she looked down at the sobbing stallion at her hooves. She had never seen him like this. Shining rarely had anything to apologize for. He had always been the perfect stallion. Until now, she had always expected the very best from him. Now, she didn't know what to expect.

He clearly saw the error of his ways, but was that enough to convince her of his love for her. Did he really love her? Did he truly want to spend the rest of his life with her and only her?

It was this that would try their marriage and Cadance was the ultimate decider. For better or worse she would have to make her decision.

She took one last gaze at her sobbing husband before making her final decision. For better or worse it was what she had to do. She only hoped that she wouldn't regret it.

* * *

Magicon didn't know how much time he had spent with the guards. He guessed at one to two hours, but who was counting? It didn't matter to him anyway. What mattered was the punishment of the guard. They not only had panicked to douse a simple fire but failed to go after the ponies obviously behind it.

They had failed him and they had to be taught a lesson. Magicon felt satisfied that they learned it well and would never disobey him again. He commanded their respect or forced them to. Either way, it secured his control over them.

Nopony would mess with him now after seeing what he did to the Royal Guard. Most of them had completely exposed flanks, a clear warning to those who upset or disobeyed Magicon.

The servants took heed and attended to their duties without a peep. A sudden silence and chill became a permanent aspect of the palace. The nobles, now shocked by Magicon's actions, but helpless to stop them, all refused to attend the court. His advisors stayed in their offices and as far away from Magicon as possible.

There was no mystery anymore as to what Magicon had become but it seemed impossible to stop him. Constitutionally, he was within his power to rule and punish the guard as he see fit. Everypony realized this and, with a small glimmer of hope, hoped that this was just a phase for Magicon. He would return to his kind and wise self soon. The red hair, the black makeup, and other effects were just a passing phase, nothing more. Yet in the back of their minds they all knew that all these changes were not a simple phase. It was permanent alteration.

They knew this but some refused to admit to themselves, others only hoped for a quiet way out so they or their families wouldn't be hurt by Magicon's wrath.

As for Magicon himself, he knew the mark he was leaving on the palace and he liked it. Ponies were respecting him, even fearing him. But something threw him off: the disappearance of the Elements of Harmony.

That fact burned inside him as he knew that they had fled with the traitors. Shining Armor, Princess Cadance, Twilight Sparkle, and Rainbow Dash had somehow managed to find the rest of their group and escape. That fire was a diversion to allow them to get out without being caught. It infuriated him.

Pacing around his room in a rage, he bucked and kicked furniture and objects sending pieces flying through the air only to land with a hard crash against the wall or the floor.

"They are all traitors! How could I've let this happen? They were all under my hoof! They were all under my control! I had them! They didn't talk or even see each other! I kept them busy! How in Celestia's name did they manage to get together and not only talk, but work together to help them? Wait, _Twilight Sparkle_ did it! She's the most powerful and elusive element! She was able to find them, talk to them, explain everything about me and their experiences and now look where it's ended me! Well, the answer is simple: they're all traitors! They have aided escaped convicts and must be captured and punished at all costs! I'll see to that right away!"

He stormed his way through the broken furniture and objects and threw open his bedroom door only to see a frightened Starry Skies before him.

"Ma…Magicon?"

"Not now, Starry. I have important matters to attend to," replied Magicon as he began walking down the hall.

"But, sir I must speak with you!" protested Starry as he followed Magicon.

"I really don't have the time."

"Is it something I did?"

"No, of course not."

"Then what?"

"Please stop questioning me."

"Oh, I'm sorry, sir. May I ask just one more though?"

"Fine."

"What has happened to you?"

Magicon stopped right in his tracks causing Starry to bump into his flank and fall backwards. He slowly rose as Magicon turned around and forced him back to the floor, his hoof at his neck. He spoke with no remorse in his voice.

"Now, let's get one thing straight, _Starry Skies_. That is _none of your concern_. You have no business; I repeat _no business_ in my personal affairs! I won't have anypony, much less a foolish and stupid astronomer going around parading about my faults! You ask a question like that again and I will not show mercy towards you! Understood?"

Starry Skies simply cringed and nodded as Magicon removed his hoof and stormed off, his cape flowing behind him down the hall. Starry had been caught completely unaware of Magicon's attitude and once he left, he rose and ran down another hallway, terrified of what his former friend had become. He had always considered Magicon a friend, even if it wasn't vice-versa. He had always liked Magicon for his wise and calm demeanor. Now he was angry, uncontrollable, and ready to hurt.

Starry couldn't stand it and ran into his room, locked the door, and hid himself from the now dangerous pony ruling Equestria. He couldn't understand how or why he had changed but he did and it was for the worst.

* * *

The girls were barely able to discuss their plan for Magicon. Shining Armor and Princess Cadance were just too distracting. They did their best to ignore them, but their interest in the two was just too great to ignore. Twilight was especially apprehensive; constantly worrying about both which required the attention of her friends.

"Don't ya' fret 'bout 'em, sugar. They'll be fine," consoled Applejack as she put a hoof on Twilight's shoulder.

"Yeah. If I know anything the two will be back together lickity-split," encouraged Pinkie.

"They're both awesome and will do the right thing," commented Rainbow.

"If I may throw my opinion in, darling, whatever the outcome is you shouldn't hold a grudge against your brother or Cadance. Holding your grudge is unhealthy, both physically and mentally, for you," Rarity added.

"All you have to do is…umm…be nice," suggested Fluttershy.

Twilight was silent for a few moments before speaking.

"Yeah, I guess you're all right in different ways. I'm just so worried about them. I mean I love both of them and can't imagine how life will be different if they separated. Shining Armor and I have always been close and Cadance has been like an older sister to me. I don't see how I could have one without the other."

"Listen, sugar, Ah know it's hard but ya' gotta be strong. You're brother would want that from ya'."

"Whatever the outcome, we'll be here for you," added Rainbow.

"We did our best to hide it and delay it for as long as possible but we knew this moment would come once we realized the truth. They have to do this," Rarity stated.

"I just hope they don't get into a brawl. I would hate to get in and end a fight like that," said Fluttershy.

"I know what a fight sounds like and, trust me, they're not fighting. They're just talking," Rainbow stated.

"Girls, please. I appreciate what you all are trying to do and I'm so glad to see you all again. But this isn't something any of you understand. My brother and my former foalsitter might be separated, forever!"

"Forever!" exclaimed Pinkie unintentionally. Everypony gave her a glare and she blushed in embarrassment. "Sorry. Just got a little too excited."

"Anyway, do you want me to check on them?" Rainbow asked.

"Rainbow Dash! How dare you!" exclaimed Rarity. "To think you would eavesdrop on Shining Armor's and Princess Cadance's private and intimate conversation!"

"I wasn't going to eavesdrop!" retorted Rainbow. "I was just going to check to see if they were alright."

"Well, you're not goin'," stated AJ. "You're stayin' right here. Shinin' and Cadance will tell us when they wanna tell us."

"But, AJ-"

"No, Dashie!"

"Fine," she grumbled and stubbornly planted her flank on the ground, hooves crossed.

"Don't feel too bad, Dashie, it's all going to turn out alright," Pinkie hoped.

"I wouldn't be too sure," said Fluttershy who was quickly running back to the group, a frightened look on her face.

"Fluttershy, what's wrong?" Rarity asked.

"Shining Armor and Cadance are coming."

"Then that means…oh my Celestia!"

The sudden news excited the air around them and they all were suddenly up and pacing the cave. It was time to know how the two made out. They all hoped for the best and feared the worst as the two rounded the corner and approached the girls.

Everypony was silent, only making eye contact. Cadance and Shining were standing next to each other but showed no sign of love. Both of their eyes were wet from tears, Shining's especially. It looked like the worst had happened for them.

Shining cleared his throat and spoke slowly.

"I know you've all been worried. But before we tell you what the future has in store for us I must thank you all for putting your lives at risk for me, Cadance, and Equestria. You all deserve the highest honors for uncovering the truth and seeking justice"

"But now is not the time for medals," Cadance stated, practically finishing where Shining ended. "Now is the time for the truth to be known. I don't know how you'll react but please try to contain it. It wasn't easy for me to make this decision. I could see Shining was fully aware of what he did and how sorry he was for making it. But that doesn't excuse his actions. He made a terrible decision but he has seen the error in his ways. He has promised never to do it again and I will hold him to it. It was hard for me, but I've forgiven him. We'll remain together."

The words sparked the greatest joy in the cave as beaming smiles appeared on everypony's face. It was like a delayed reaction, but all of them suddenly jumped onto Cadance and Shining, embracing both with affectionate hugs. Even Twilight found herself relishing in Cadance's decision.

Finally, when everything had settled down, Applejack said,

"Ah'm so glad to hear ya'll stayin' together."

"We all are," added Rainbow as she put a hoof on Applejack's shoulder.

"So…what now?" Fluttershy asked.

"We get ready to stop Magicon, together," answered Shining.

"I love it! We're having a huge, ginormous party when this is all over!" Pinkie exclaimed excitedly.

"Definitely. But first, we need a plan," said Rarity.

"I think I'll be able to handle that," Twilight stated.

"You're up to handling it?" Rainbow asked.

"I am."

"Well, then let's get cracking."


	40. Chapter 39

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 39**

Magicon never visited the printing office or the criminal office to announce the traitorous actions of Twilight's friends. His mind was too distracted by various other things. Flashes of Celestia and Luna kept appearing. He could hear Red-Blood practically scolding him for ruling Equestria instead of finishing his mission. He could feel heat from the fire of that traumatic night of his foalhood burn against him.

If crazy or psychotic were the words that best described Magicon now, he didn't know it. To him, he was just stressed. He never even noticed the servants and advisors peeking through their doors as he passed by. He never noticed the guards glaring at him as he walked by.

He had alienated everypony in the palace by his own actions. Everypony feared him and some even wanted him out. In less than a few months he would be celebrating his one-year ruling anniversary. Of course, that also meant the one-year anniversary since the death of the princesses. Would it be a celebration or a memorial? He couldn't tell, nor did he care. He was lost in his own mind.

So it came as quite a surprise to him when he bumped into Applejack as he rounded a corner.

"Applejack?"

"Yes, your highness?"

"Is that you?"

"'Course it's me."

He extended a hoof and stroked her mane a few times just to be sure.

"Might Ah ask, what did ya' do ta yourself?" as she squinted and examined the unicorn before her, almost unsure if it was really Magicon.

"You mean you don't like it?" He teased.

"It's just different, that's all."

"Oh, ok, well…shouldn't you be somewhere?"

"What do ya' mean?"

"You know what I mean."

"Ah'm sorry, but Ah really don't."

"You mean you don't think you should be in prison right now?"

"Beg your pardon?"

"You heard me, or do I need to spell it out for you simple-minded country ponies."

Applejack resisted the urge to strike him. Rainbow had been very clear about that: no aggressive action against him. Cadance also told her not to be angry or rough with her words. She had to be respectful, regardless of how he treated her.

"Ah know what ya' said and Ah don't understand. Did Ah do somethin' wrong?"

"You most certainly did."

"What?"

"Did you not help those escaped convicts?"

"Escaped convicts? Help 'em? Magicon, Ah dunno what you're talkin' about."

"You mean to tell me that you don't know that we have four treasonous ponies running around Equestria?"

She shook her head, doing her best not to make eye contact with him. She had never been a good liar and if she was caught now, everything afterwards would be fruitless. Why did she volunteer to go first? It was beyond her comprehension.

As for Magicon, he simply glared at her, trying to uncover the truth. He was sure she had been involved with the criminals. He was sure of it.

"Don't lie to me, Applejack."

"Ah'm not lyin' ta ya. And if Ah was, ya'd know. Ah'm a terrible liar."

He glared at her for a few more seconds, still determined to uncover her secrets. But Applejack was strong and determined. She was unyielding with her calm gaze and politely asked,

"Magicon, would ya' mind stop glarin' at me?"

Reluctantly, Magicon relented.

"I'm watching you, Applejack."

"And Ah need ta talk to ya'."

"What about?"

"Well, it's more of a show than a talk. Ah have a really cool invention Ah wanna show ya'. Ya' gotta see it."

"Oh, I'm not interested right now."

"Come on. Trust me, it's right up your alley."

"Why?"

"Because it'll change Equestria so much and always wanted ta change Equestria. 'Sides, you'll want ta see it before everypony else does."

"Well, what is it?"

"Ah can't really say. It's just easier ta show ya'. Come on."

"Alright. Let's go."

He wished he could just arrest her right here. He was convinced she was involved with the fire and the escaped criminals. Yet he knew he couldn't arrest her. He had no evidence that she did it. Only past facts and assumptions, but to Magicon it was enough. However Applejack wanted to show him this invention. It sounded interesting, and maybe if everything went wrong he could use it as an excuse to arrest her. For the moment, she was free but for how much longer was unclear.

As for Applejack, she took deep, but quiet breaths as she walked. She kept rehearsing the plan in her mind and only hoped her friends were not having any struggles in their respective areas. Twilight had devised a brilliant plan; complex, but brilliant. Everypony had a part to play and it all started with Applejack. If she didn't get it right, everything would be in jeopardy. She couldn't afford for that to happen.

As they rounded a corner Applejack and Magicon descended down a flight of stairs until they were in the conservatory.

The plants and whicker chairs had been moved and on the tiled floor stood a huge object covered in a red velvet cloth. It looked very uneven from the cloth, with various pieces projecting outwards. He curiously gazed at it, having no idea what invention was under that cloth.

"Applejack, what is it?"

"Let's remove the cloth and find out."

She grabbed an end and tugged hard. It responded easily and flew off the machine. With the cloth gone, Magicon saw the machine fully exposed. It was a giant metal structure with weird glass bulbs along its sides, wires wrapped around various cones and screws, some with strange spheres at their ends, and large dials were present on the front of the machine. The whole machine was painted in shades of brown, red, and gold, except for a small alcove on the side which was covered in silver. Whoever designed it, did not consider pleasing appeal when they designed it.

"Wow," he muttered as he examined the machine.

"Mah reaction exactly."

"What's it called?"

"It's called a generator."

"A generator?"

"Yeah."

"What does it do?"

"It's designed ta generate power for other machines and things."

"So, instead of coal, water, and steam, factories could use this?"

"Eeyup."

"Well, who designed it? Where is the inventor?"

"Ah don't know."

"What do you mean you don't know? You're in charge of this, you must know!"

"Ah really don't. Ah came inta work this mornin' and mah aides directed me ta this here machine. There was a small note attached ta it. It read, 'Donation ta his majesty, The Prince. Ta activate, hit big red button. Instruction manual in compartment below."

"That's it?"

"That's it. Shall we try it?"

"Well, it's doing no good sitting her. Let's see it in action."

"Alrighty then."

She walked up to the machine, pulled out the instruction manual, and hit the big red button. The machine responded immediately. It made a loud grinding and metallic noise. Gears slowly began turning and a small chimney on the side began emitting smoke.

Magicon jumped back by the sudden noise while Applejack remained at the controls. She didn't have to do anything; the machine was taking care of everything for her.

The gears spun faster and the sound changed to match the whirling gears and clanging metal. The dials flickered back and forth before steadying out. Applejack watched them as the pressure and rate of turning increased. She had never seen this in action before; she only hoped it would work now.

The speed continued to increase and the smoke and steam grew thicker in the room as the machine continued to work. Magicon stepped forward just to have a clear view of the machine. Noticing this, Applejack instructed him to move over to the small alcove on her right. It was within the machine itself. It was metallic and perfectly sized for a pony, but loud. It looked like a large rectangular box, save for the small spheres on the ceiling pointing directly towards the floor.

"I don't know, Applejack. It doesn't look safe," Magicon yelled above the noise of the machine.

"The instruction manual says that's the safest place in case of an accident," Applejack replied with her own loud voice.

"Are you sure?"

"Eeyup."

Magicon was uneasy as he looked at the vibrating machine and the vibrating alcove. It didn't look safe at all.

"Come on, Magicon, where's that driving spirit that everypony knows ya' for?" encouraged Applejack.

"It's here," he replied. "Somewhere," he said to himself.

"Are ya' a coward?"

"Coward? Me? That's pure nonsense."

"Then prove it."

"Fine." He slowly entered the alcove and tried to make himself comfortable the best way possible. Everything rattled and vibrated, including him. But the noise was dampened in here, unlike the rest of the machine. It was bearable.

"How long do I have to stay in here?" his voice echoed against the metal.

"Until when Ah say it's safe ta come out."

With a somewhat defiant answer, he remained there, amongst the vibrating metallic walls as everything sped up. It was cramped inside, but Magicon managed to fit. He was uncomfortable but who knew what this machine would do and better listen to the instructions than not to.

As he stood there and with Applejack at the controls, the machine sped up. The gears turned faster and faster until Magicon thought they would fly off their spokes. When it finally reached its capacity, the machine seemed to quiet down. The vibrating dulled down, but the gears continued turning. Magicon gazed around his alcove and poked his head out looking towards Applejack. Her eyes were on the dials but she turned her head and smiled at the pony looking at her.

Magicon smiled back, examined the area around him, and tucked himself back in, hoping it would be over soon. Once he was inside, Applejack turned a few dials and heard a distinct buzzing sound. At first she thought it was a bee, but she realized it was the machine. She remembered what Twilight said.

"Turn the brown nozzle until you can't move it anymore. Flip the yellow switch. Check the gauges to make sure they're all in the green. Then flip the big silver switch."

"Alright, let's do this," Applejack said to herself. "Turn the brown nozzle? Check. Flip the yellow switch? Check. Check the gauges?...They look fine ta me. And now for that silver switch. Ah, here we go."

With a strong hoof she pulled it downwards. Then time changed after that. All Applejack heard was the buzzing, followed by a loud bang, and then the scream of a stallion. It happened so quickly that she was barely able to process it. She didn't expect that to happen and she ducked for cover, expecting the machine to explode at any second. Yet it didn't.

Much to Applejack's amazement the machine was slowing down. The gears were slowing and the dials were slowly moving to zero. The machine was turning off. With a sigh of relief she turned towards the alcove and was shocked to find Magicon, his body fallen out of the alcove, steaming and twitching uncontrollably.

She ran over to him and did a quick medical check. He was still alive and that was what mattered. She never noticed Fluttershy and Twilight appearing beside her.

The machine had shut down by the time Twilight spoke.

"Good job, AJ."

"Wha…what was that?"

"I modified the generator so it would give anypony a shock in that alcove."

"Twilight, that's just scary! Can't we just stop it here?"

"I'm afraid not. He's just too dangerous. Fluttershy's part of the plan comes in now. Go back to your location and wait for my signal."

"But-"

"Just go! Fluttershy and I can handle this."

Reluctantly Applejack fled the room leaving the two mares and one unconscious pony behind.

"He's ok, right?" Twilight asked.

Fluttershy nodded as she performed a full medical examination on him.

"He took the electrocution rather well," she stated.

"Then we better move quickly. Come on."

She grabbed Fluttershy's hoof and Magicon's and teleported all three of them out of the conservatory with a loud bang.

* * *

Magicon awoke in a haze. His senses weren't in their normal sense; they felt ethereal and foreign to him. Through his cloudy his eyes, he could make out darkness with the exception of a small lantern to his side. He could hear female voices, but couldn't make out the words. His hooves felt tingly and out-of-touch. He did his best to make sense of what was going on.

Slowly, his sense began returning through him. Through his clearing eyes he could see that a lantern was at his side and so was Fluttershy. She was watching him with her most concerned and compassionate eyes. He was slow in forming his words.

"Fl…Fluttershy?"

"Oh, you're awake, Magicon. Thank Celestia."

"Wh…what happened?"

"You experienced electrocution. It's amazing you survived."

"I…what?"

"You were dangerously shocked."

"Oh…ok."

"How do you feel?"

"Tingly."

"Anything else?"

"My senses are a little out of touch. I mean I can feel my hooves, but not completely."

"Mmhm," she said as she nodded. "What you need to do is rest."

"Rest?"

"Yes, sir. It's amazing you survived. You're heart could've stopped or exploded if the electricity didn't get out of you quick enough. Your body is working to return to its normal self. But rest is the best thing you need right now."

"But…I know who caused this."

"Later." Her voice was very hypnotic and soothing. He began to feel himself drift off to sleep.

"But…Equestria…needs me," he yawned.

"It can wait."

"But…but…" he was asleep within seconds, his gentle breathing filling the air around them.

Fluttershy sighed as Twilight walked up behind her.

"He's taking it well," she mumbled as she looked at Magicon's sleeping body.

"Good. How long will he be out?"

"A few hours at most. As he awakes I'll leave and hoof it over to Pinkie."

"Fluttershy?"

"Yes, Twilight?"

"I just want to let you know that we're all so proud of you for what you're doing."

"Please don't pay me any compliments, Twilight. I don't like doing this to anypony."

Twilight sighed and said, "I understand, Fluttershy."

"Do you really?"

"I do."

Fluttershy was silent for a moment before slowly hugging Twilight and whispering a "Thank you" to her. Twilight responded with a gentle hug of her own. After they embraced, Fluttershy asked,

"How's everypony else?"

"They're fine."

"Safe?"

"Safe. The rest of the plan awaits its bait. You sure the drug will work?"

"Judging his unstable nature to begin with, it might work too well."

"Well, we'll have to wait and see."

"Yeah…"

"I'm gonna go check on Pinkie."

"Ok."

"Fluttershy?"

"Yes, Twilight?"

"You sure you'll be ok?"

"I'll be…fine."

Twilight eyed her for a few moments before stepping into Magicon's bathroom and teleporting with a loud bang that momentarily shocked Fluttershy. She quickly regained her composure and resumed her place at Magicon's side.

He looked so calm and peaceful in this state. Fluttershy couldn't believe that an evil tyrant pony lay behind that simple face and colorful mane. Yet she promised her friends she would do it. She would stop him using the skills she knew.

Taking out her medical bag she quickly found the needle and liquid that would make capturing Magicon much easier. She didn't know why she needed to this. Why couldn't they just capture him and question him here?

"Because that'll be too easy. He'll expect us to do something like that. He only expects ponies to take him on one at a time, not a combination. If he's medically and mentally weakened, he'll be unprepared for the rest of Twilight's plan," answered Shining as they went over the final plan for Magicon.

Fluttershy had silently objected to everything. There had to be a better way to stop him. There had to be a less violent, less confrontational, and healthier way to stop him. She didn't like Twilight's plan, but her own reserved nature prevented her from voicing an objection. She was silent during the entire discussion, other than a few "yes's" or "okay's". Objection was not in Fluttershy's nature. All she wished was that Magicon be shown a little kindness.

In a way she had gotten it. Twilight had no plans of killing him, despite Rainbow's persistence. They had their demands and questions for him. Killing was not one of them. They had to be better than that. They had to be the ponies that Celestia and Luna would've wanted them to be. Not ruthless killing machines in the name of justice, but fair and honest ponies working for the betterment of all of Equestria.

It was ironic in a way. For nearly a year Magicon had dedicated himself to what he considered the betterment of Equestria and now here was, sleeping in front of Fluttershy who had a mission to do what was necessary to stop tyranny and bring true justice to Equestria.

"I'm sorry, Magicon. I hate doing this to you."

She slowly moved his left hoof, found the artery and injected the needle into it. The pain did not awake Magicon, only his breathing changed slightly. Reassured by this fact, Fluttershy began pushing on the top of the needle, pressing the liquid into his artery. It drained at a moderate pace and Fluttershy removed the needle in less than thirty seconds of having first injected it into the male unicorn.

She didn't like this at all, but she did it and was glad it was over. She put the needle and empty bottle back into her bag and kept it next to her chair. Now came the waiting. A few hours of patiently waiting for him to wake was all that remained between now and the next part of the plan. All Fluttershy hoped was that she would never have to do anything like this again in her life.

* * *

Magicon awoke to the stillness of his bedroom. The late afternoon sun filtered light through his window, casting the room in an amber glow. He couldn't remember why he was in bed or what had happened since the morning, but he realized he had practically wasted an entire day. He quickly stripped the covers off and rose. Much to his surprise he felt energized. His actions seemed faster, and more efficient. But he figured it was just his slow mind catching up with his actions. He didn't think he was any faster, but who knew.

Leaving the bed behind, Magicon proceeded to his door when a note slipped under it.

"Funny. I normally don't get notes," he said as he tried to telekinetically pick up the note. Much to his surprise, he couldn't. He put more magic into his horn, yet no response. He couldn't even feel his horn using the magic. His horn was there, he put a hoof to his forehead to make sure of it. But why wasn't it responding to his magic. He suddenly feared that he lost his ability and his magic. Perhaps something had happened, but he didn't know what. What could've caused this was beyond him.

"The only thing I know where magic doesn't respond is if a unicorn uses a lot of magic in a short amount of time. Their capacity is dwindled if they do that and thus, have limited to no access to magic. But I didn't do anything that would've caused that. I haven't used extreme amounts of magic ever since the Sun and Moon. They what caused this?"

As he pondered it, he tried not to panic. Magic was an essential part of Magicon. Most of his name was centered on the word and most of his life had involved magic. To have it suddenly gone was shocking, but he couldn't panic. He was already stressed enough and a panic over manic might just send him over the edge. Yet as he tried to calm himself he was thankful that the note caught his eye again, subconsciously distracting him.

"Perhaps this will explain what happened. Probably not, but only one way to find out."

Picking it up, Magicon noticed that it was a sealed envelope. The wax on the on outside was a bright pink with an impression of three balloons in the center. Knowing who that pony was Magicon was almost reluctant to open it. Nevertheless, he did and confetti shot right hitting him in the face.

After a momentary shock, Magicon saw that the letter did have a note inside. Removing it, Magicon read:

_Magicon,_

_ Hope you are feeling better. When you get the chance please meet me in your office. I have something that I need to discuss with you._

_ Pinkemania Diane Pie _

"Well, better go see what she wants," he said and tossed the letter aside and opened the door. As he walked down the hallway he noticed that he wasn't walking in a straight line. He veered from side to side as he walked, and he felt a little dizzy.

"What happened this morning or last night?" he asked as he put a hoof to his head, trying to remember something, if anything, that could've, or even would've, caused this.

He continued to walk through the palace though, completely unaware of the scattering servants who ran into the nearest room and locked the door and the glares of the Royal Guards as he passed by. He didn't even know they were there.

Once he reached his office, he opened the door and was blinded by the bright colors of balloons, streamers, and confetti. A phonograph was playing some polka-style music and in the center of his newly decorated office was a dancing Pinkie Pie, a huge smile of her face.

Magicon was caught completely off-guard and stumbled backwards, tripping over his back hooves and landing on the cold marble floor. Gazing back into the room, he saw Pinkie bouncing towards him, stripped of her Press Secretary outfit.

"Oo, oo, oo, Magicon, you got my note! Oh goodie, that means you came! Now we can have a real party! It's going to be so much fun! There's going to be cake and ice cream and laughter! We can play pin the tail on the pony or guessing games or who's Queen Meany! Oh, I'm so excited! Aren't you excited because you should be excited? After all, a party is not a party without excitement otherwise we wouldn't call it a party! I don't know what it would be called instead but it wouldn't be as much fun as a party, especially a Pinkie Pie Party!"

She threw confetti into the air for added effect and grabbed a stunned Magicon's by the hooves and dragged him into the office. He was completely upended by the colors and atmosphere of the room. Magicon had never liked hyper ponies or bright colors; dark was his specialty. He considered all of this false; fake objects and celebrations of no value. Yet here was his Press Secretary, the one who was supposed to represent him for the public celebrating a party in _his office_. He could fell a headache coming on.

"Pinkie…what…uh…what is all this?"

"Well, duh, what do you think it is, silly? It's a party and not just any party, but a Pinkie Pie Party!" Again she threw confetti.

"But, but-"

"No, 'buts', Mister. Now's the time for fun, not explanation. Come on, Magicon. We'll start with the games!"

She dragged him over to a picture of a pony on the wall, missing a tail.

"Look, Pike, I really don't-"

Magicon was cut-off by the blindfold around him and the sudden spinning of his body. His dizziness was now amplified thanks to the spinning. He felt something fall into his hooves, but had no idea what.

When the spinning finally ceased, Pinkie removed the blindfold and said excitedly,

"Ok you silly stallion, put that tail on that pony!"

Too confused and dizzy to do anything else Magicon proceeded in whatever direction he thought what the wall was. Instead of bumping into the wall, Magicon bumped into something soft and firm.

Shaking his head, his vision slowly returned to him as he gazed at the sight before him. His eyes nearly popped out of his sockets as he saw the cyan coat and multicolor mane of the mare called Rainbow Dash.

"Rain…Rainbow Dash?"

"Hello again, Magicon. Ready for a rematch?"


	41. Chapter 40

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 40**

Magicon was stunned beyond belief. His jaw was on the floor as his eyes bulged out of his head. Rainbow Dash couldn't be here, she had run away. She was on the run from scouting guards and police ponies; she wouldn't be _that_ foolish to meet Magicon face-to-face.

"Umm…uh…what?" he asked, trying to find words and stumbling over the ones he found.

"What? You didn't think I would leave my friends behind, did you? I am the Element of Loyalty after all."

"How…what?"

"Oh, you are that surprised to see me. Well good, then this will surprise you even more."

She punched him directly in the face. Magicon was indeed surprised by the rapid movement of her attack and took the punch with full force. He stumbled backwards against the wall. He put a hoof to his head to shake off the pain and concentrate on his next action. If only he could use his magic everything would be different. Since he couldn't he'd have to rely on his own strength, skills, and stamina.

Rainbow Dash simply walked forward as he prepared, glaring at the weakened unicorn.

"I suppose I should be thanking you," she hissed. "If it wasn't for your brutality I wouldn't have discovered the truth and helped my friends. So, thanks."

She gave him another punch in the face. Magicon simply took it, allowing the unusually dull pain to course through him. He had already formulated a plan in the few seconds of laying eyes on Rainbow Dash, now he had to put it to action.

"I admit, I am surprised to see you," he managed to utter through his troubled breathing. Rainbow's punches had knocked the wind out of him, but he did his best. It wasn't like he had no experience with physical violence and fights; he had learned well from past experiences. But something was different about this. It was as if the punches weren't real. It was as if he was in a dream or something. It just felt surreal to him.

"But that doesn't excuse your treasonous actions," he garbled out.

"Treasonous? Treasonous! _You're_ the pony who has committed treason!"

"Have I really? All of my actions have been dictated by Equestria and its ponies."

"No it hasn't! Your actions are personal! You attack and strike down anypony who disappoints you or gets in your way!"

"Do I now? Then prove me correct."

"Huh?"

"Prove…me…correct," he smirked.

Rainbow sternly looked at him and flew directly towards him, ready to punch him and make him truly sorry for what he did. Magicon braced himself for the impact and raised his hooves in anticipation for the attack. It was mere seconds, but for both of them it felt like many minutes.

Just as they were about to collide a blinding light appeared. Both were suddenly blinded and Rainbow crashed into the wall head-first, just inches to the left of Magicon who covered his eyes with his hooves.

When it became bearable Magicon saw that Pinkie Pie was standing directly in front of him with Rainbow half-unconscious at his right side. Pinkie was stern and direct, unlike what he just saw before.

"I hope you liked that surprise because we have to go now."

"Wait, what? You mean you aren't going to attack me?"

"It wasn't supposed to be like this. Rainbow was just too aggressive and I won't harm you, even after what you've done."

"I never harmed you."

"But you harmed them and they are like family to me."

"Well, I can't help that."

"I know and I'm not asking you to. There are more ponies waiting for you. Go see them."

She grabbed Rainbow, slung her on her back and walked out of the room. Outside she met Twilight.

"That didn't go as planned," she said.

"Actually, it went better than planned," replied Twilight. "You see, with the drugs in place this is just looking like a really vivid dream to Magicon. He thinks he's sleeping."

"So that's what Fluttershy did."

"Yup. Now, as for Rainbow, we better wake her up and get ready for the final stage."

"Yeah."

The two of them grabbed hooves and teleported out of the hall with a loud bang.

Back in his office Magicon shook his head wildly trying to make sense of what was going on around him.

"What in Equestria is happening to me? This can't be real. Rainbow Dash is hiding somewhere, that wasn't her and Pinkie would never be so foolish as to create a party here in this office. This is all just a bad dream or something; I have to just either wake up or continue on, hoping that it will get better."

He examined his room with a blurred vision. There was a lot of color, which almost gave him a headache but there was also no noise. It was completely silent. Magicon checked his hears to make sure they were working, and they were, but the pure silence worried him. If this was a bad dream, since it certainly had to be because none of this would make sense in the real world, he felt very strange in it.

"I need to get out of this dream. Pinkie said there are other ponies waiting for me and if I saw Rainbow now I don't want to know who else I might see and talk to."

He began banging his head on the wall, biting and scratching himself, and a variety of other tricks to try and wake himself. But nothing worked. He either didn't feel it, thanks to drugs, or it failed to wake him.

In the middle of his attempts he distinctly heard a knock on the door. A bit apprehensive in answering it, Magicon only hoped that the better part of his dream was coming, if this was a dream.

Opening the door, he could make out a white coat and purple mane of a pony before him.

"Ra…Rarity?"

"I do hope I'm not interrupting anything, your highness, but I must ask a favor of you. If you would kindly accompany me."

"Ok…I guess."

He followed her as best as he could. He swore as he walked down the hallway he was on a zigzag course and swaying side to side. Rarity's image was the only distinct thing he could make out, and even then her features were blurred. The hallways were barely visible and the torches only blinded him as he walked. He could still tell that he couldn't use his magic. As he tried to unlock the barrier to his magic, he didn't realize that Rarity had stopped and he bumped right into her.

"Ouch, do watch where you are going, Magicon."

"Oh, I…umm…sorry."

"Humph," she scoffed and turned her back towards him and opened the door in front of her.

He followed her inside, unable to see anything other than pitch darkness. The door silently closed behind him, pitching everything into complete darkness. Magicon was blind to the world around him. A bottomless pit could be two steps in front of him and he would never know it.

"Rarity, what is going on?"

"Oh, hang on just a minute, Magicon," he heard a distant echo.

"Rarity?"

There was no response.

"Anypony there?"

Again, no response.

"If somepony is trying toscareme I'llhaveyouknow thatI'm notafraid ofyou."

"What if somepony surprised you?" said a mare's voice behind him that made Magicon jump.

"Who'sthere?"

"A pony you thought you knew very well, but never actually did."

"Huh?"

"You know who I am."

"You're voice…no that's not possible. You're dead!"

"Oh, you underestimated my power. You thought a simple enchanted dagger could kill me, well guess again. How about I illuminate you on the power of alicorns?"

A slow light appeared before Magicon. It started out dull but quickly grew to a blinding solar light. He covered his eyes to hide himself from the sunlight, and when he opened them again Princess Celestia was standing directly before him.

"No! You can't be real!"

"Oh, but I am."

"No, you'renot!"

"Would you care to see for yourself?" She extended her hoof out but Magicon swatted it away as if it were an insect.

"Look at what you've become. Look how low you have come."

"No…no…" he began clutching his sides trying to stabilize himself from total collapse. "This…isn't possible…I killed you. Killed you!"

"Could you say that in a coherent sentence? After all, didn't I train you better than to speak gibberish?"

"I killed you!" he yelled with everything in his voice and then collapsed to the floor, hysterically sobbing from Celestia's image directly in front of him.

But there was no Celestia there. Instead, another alicorn had been in her place, with two unicorns watching silently from the side. While Magicon hysterically sobbed and covered his face, Cadance walked over to Twilight and Rarity, an emotionless expression on her face.

"Good job, Cadance," compliment Rarity in a whisper.

"I can't believe I did it," she mumbled as she began using her magic to remove the Celestia disguise.

"Twilight, how are you holding up?"

"I'm trying not to watch Cadance," she mumbled.

Cadance, now fully removed of her disguise, put a hoof on Twilight's shoulder. "Twilight, you can't keep beating yourself up about what happened. It was tragic, I know. But it's in the past. We can't change it, but what we can do is bring the pony who did it to justice."

"Speaking of justice, are we done with the plan yet?" Rarity asked.

"Almost. There's just one simple thing left that has to be done," Twilight answered. She began walking towards the sobbing unicorn in the center of the room.

"Be careful, Twilight," warned Cadance as Twilight simply put a hoof on Magicon's shoulder and teleported them both out of the room. Magicon never felt it.

* * *

Magicon was disturbed by a solid hoof touching his soldier. He didn't know if it was real or imaginary; he had just seen Celestia which practically brought him to the edge of total collapse. He had seen his mother in his dreams, Luna is his dreams or in real life, he couldn't tell, but Celestia? He had never expected to see her so clearly. He thought she would have nothing to say. Celestia was not the type of pony to come back to things. Once they happened, they were done. Then why did she come and why hadn't she extracted revenge? Magicon was baffled.

Either way he raised his head and, through his wet eyes, saw a purple figure standing before him. They were in the entrance hall of the palace; Magicon could see light streaming in from the large windows, collecting around the pony before him.

"Hi, Magicon," greeted Twilight.

"Twi…Twilight Sparkle?"

"Correct. How do you like your day so far?"

"What…uh…what do you mean?"

"I mean Applejack's electrocution, Fluttershy's drugs, Pinkie's surprise, Rainbow's attack, and Rarity and Cadance's deceptuion."

"What?" he asked half-confused, half-enraged at learning the truth.

"Come now, Magicon, you're a smart unicorn, why don't you just pull the pieces together."

"I…I…" he was lost in his own thoughts which seemed to betray him.

"This is all a dream; none of this is real. But she just said that I was drugged; this could be the effects of the drugs. But she could be lying. But she couldn't be. How do I know?"

"How do I know?"

"How do you know what?" Twilight asked.

"How did you hear that?"

"I heard you say it."

"What? That's not possible."

"Was that supposed to be an inner thought?"

"That's none of your business."

"I'll take that as a yes."

"You're hearing my thoughts!"

"You're speaking them."

"No, I'm not!"

"You clearly are not well, Magicon. Allow me to help you."

"Stay away from me!" he scrambled up and backed away from Twilight.

"Magicon, what's wrong?"

"She's after me! She put you up to this!"

"What are you talking about?"

"Princess Celestia! She's back!"

"Magicon, Princess Celestia is dead."

"No, she's alive! I thought I killed her, but that it turns out that she's still alive!"

"You killed Princess Celestia?"

"Yes! I killed Princess Celestia and would do it again!" he yelled.

Just then Magicon felt a sharp pain in his head. He put a hoof to his head and began messaging it. The pain only lasted a few seconds before it disappeared. Opening his eyes, Magicon no longer saw a blurry vision. In fact he saw Twilight, clear as day, standing over him, her horn dying down from some sort of spell. But it wasn't Twilight that sent the coldest shiver down his spine; it was seeing her other friends, Cadance, Shining Armor, and the Royal Guard glaring at him.

"What…what did you do to me?" he asked as he felt his senses return to him. The effects of the drugs had suddenly disappeared, thanks to Twilight's spell.

"We weakened you."

"What is the meaning of this?"

"I call it a coup," answered Shining as he walked up next to his sister. Magicon was speechless as he saw the escaped unicorn before him.

"How-"

"Because you underestimated my sister's power and skill, that's how."

"And I see you guys went right to your friends."

"Because you tried to control them," answered Twilight angrily. "Look at what you've done. Look at how much hurt and pain you've caused."

"I did it for Equestria."

"No, you didn't! You did it for yourself! You wanted an unquestioned rule and you wanted to control everything and everypony! When that didn't happen, you attempted to remove the problem and you failed!"

"No, I succeeded! You're all traitors and you will all die!"

He sent a huge blast of magic at the floor in front of all of the ponies. Dust and chunks of marble flew into the air as the group covered themselves from the debris. He was shocked to see his magic return to him and with such a force. He didn't expect it to work, much less at such a great power. As smoke rose from the blast, Magicon ran.

"This isn't a dream! It's all real! They're trying to overthrow me! They're going to kill me! I won't have it! But I can't fight them like this. The Royal Guard will be killed for this and so will the rest of those ponies. I will see to that."

He kept running, unsure if they were pursing him. He didn't look back to check. He knew he couldn't beat that many; but he had something they didn't. They may have uncovered the truth, but they hadn't uncovered his darkest secrets. Red-Blood's book would contain spells and hexes that would equip him for this fight.

Running into his room, he slammed and locked the door, and ran over to his bookshelf. Amazingly, the book was still there and he grabbed it, threw it on his bed, and tore through the pages looking for spells and charms that would help him.

He knew he didn't have much time and he scanned page after page looking for spells.

"No, no, no! These are shit! Sleeping death, no! Torture takes too long! I need help!"

"Thou shall receive it," said a deep voice emulating from the book.

"Red-Blood?"

"That is correct, Magicon."

"You will help me?"

"That I shall, but only because thou hath an apprentice to train."

"Yes, but-"

"Thou shall teach her these ways and finish my plan. That is thee's soul mission."

Magicon was silent for a few moments. He knew what Red-Blood was asking him to do, but he had little desire to do it. Finding and teaching his apprentice was important, but so was ruling Equestria. He had enjoyed his time as the Prince and now here was the ancient master telling him it couldn't do it anymore. Here was his choice; Rule Equestria or finish his masters work. He had loved ending Celestia's and Luna's reign; but he loved ruling Equestria too. Which one did he love more?

Summoning up whatever courage he had left, he took a deep breath and made his decision.

"No, Red-Blood."

"Pardon?"

"I said 'no'. I'm retaining my title and position as the Prince of Equestria. I've worked too hard to just give it up."

"Thou are a traitor to my cause."

"Did I not kill Celestia and Luna in your name?"

"Thou was never instructed to anyway."

"What are you talking about?"

The book flipped to a page titled _Mission: 18_. It contained instructions and directions detailing the search for alicorn blood in normal ponies.

"That was thou's mission. Thou was supposed to find any alicorn blood outside of the princess's. Look at what thou hast done instead!"

A page turned and there were Missions 19 and 20 written in Magicon's hoof-writing, both stating they were successful.

"What was I supposed to do? Luna had returned and now it was time to kill them before they became too powerful and cemented in Equestria."

"They were already. It wasn't thou's concern to begin with. Thou was supposed to find alicorn blood and thou not only disobeyed me once, but twice. Thou are no follower of mine!"

The book slammed shut and locked itself. Magicon was shocked by Red-Blood's betrayal and desperately tried to open it, both magically and physically. He shook it, banged it, rattled it, and cast spells on it. Yet, it would not respond. It was no longer his. He had been cast out, his work forgotten. They were supposed to celebrate him; congratulate him on his work. But instead, Red-Blood cast him out as a traitor.

In frustration, Magicon threw the book aside and began preparing for the fight ahead of him. He heard hoofsteps approaching and the sounds of banging on the door. In less than a minute they would be flooding the room. Magicon couldn't take on that many ponies; he had to even the odds.

Casting a vision spell that allowed him to see what was going on in the hall Magicon saw the numerous Royal Guards banging against the door while the group of eight, stood right behind them.

"Oh, this is too easy," he said as he finished the spell, approached the banging door, and prepared one of his favorite enemy spells that he still remembered.

He charged his horn, the dark lavender once again flowing through him. He had never used the spell, but he had copied down in dictation from the book. The dictation worked, for the spell became cemented in his mind and ass he summoned his power, he remembered the spell and its complexities without missing a single step. He waited; listening carefully to sound of hinges weakening and wood bending under the combined pressure of the guards outside.

Then the door broke and the guards pushed it aside and Magicon wasted now time. He let out his spell with a large yell. His horn charged to life as electric lightning bolts shot out from his horn, impaling the guards and the ones standing behind the front lines. They vibrated violently for a few seconds, screaming in pain before collapsing to the floor. The electric bolts jumped to other guards, impaling and electrocuting them.

Within seconds only the group of eight remained standing while the Royal Guard either lay dead or unconscious from the shear charge and power of the electricity.

The group was horrified by the scene. Fluttershy hid herself behind them and Rainbow twitched uncontrollably. Rarity hid her eyes amongst Cadance's wings who hid herself in her husband's mane. Shining watched the scene with pure sadness and regret. Applejack stood tall and resolute, already hardened by her earlier experience with electrocution. Pinkie remained oblivious, simply jumping around the group. Twilight stared at the group with a saddened face. It was sad, but she realized now wasn't the time for mourning; these soldiers knew what they were getting into when they agreed to help. Now, they were no longer suffering under Magicon's wrath.

"Come on, we have no time to lose," she ordered and ran into the room with the rest of the group in tow.

Magicon was standing in the center of the room, glaring at them, his horn at the ready.

"You didn't think I would actually kill my own guards? Ha! I've hurt them and had no trouble in killing them! They were all traitors anyway. They deserved it."

"You are a heartless bastard," Twilight hissed.

"Yes, I am and now you will all die!"

He cast a black sphere of dark energy directly at the group. Twilight's and Shining Armor's horns glowed and cast their defensive spell that dispersed the sphere. Shining then threw his own paralysis spell at Magicon who jumped and dodged it.

Rainbow had already taken to the air and charged directly at him and knocked him clean out of the air as he jumped. Magicon landed on the floor with a loud thud as Applejack ran up to him and attempted to throw punches and bucks which he dodged and blasted her away. Pinkie broke Applejack's fall with physics-defying speed.

Rainbow continued to dive towards him as Shining threw spells at him. Magicon jumped, curved, and did his best to dodge them with his own spells and physical skills. Twilight made quick teleportation spells, trying to block him in his runs or try to divert him into the path of Shining's spells.

Magicon quickly realized that he was just simply outmatched for them. Eight against one wasn't fair, even with three of them not even fighting. Cadance, Rarity, and Fluttershy stood by the doorway, ready to jump into action in case of the worst. He decided to even the odds in his favor.

Jumping and diving under his bed Magicon easily cast a fire spell that set the bed and floor aflame. This wasn't just a simple fire, it spread faster than any other and its fumes were unbearable.

Magicon crawled out of the bed to see everything in his room suddenly ablaze and the group of attackers, suddenly separated, trying to fight the flames.

Shining and Twilight attempted to dissipate the flames and the smoke by casting spells that had little effect on them. Pinkie managed to jump between the flames to safe spots until she reached where Cadance, Fluttershy, and Rarity were standing in the doorway. Applejack did her best to fan the flames with her hat and was thankful that Rainbow came to her rescue. She grabbed her and both of them crashed into the group in the doorway, landing out into the hallway.

Magicon then quickly restored the door to its original position, slammed it shut and sealed it, leaving only the two ponies in the room with him. The fire refused to touch him, but the same could not be said for the other two. Panicking, Shining and Twilight did whatever they could to prevent the flames from searing their hair and burning them alive.

Magicon simply watched as a malicious smile grew on is face.

"I hope you two enjoy four final moments together. Funny really, brother and sister get to be together one last time before the end. And when you're both dead, I'm going to make your friends suffer like they never suffered before. Oh and Shining, saw goodbye to your wife _forever_!"

With those final words Magicon teleported out of the room, ready for the next group of ponies. The two unicorns looked at each other, and the flames, completely scared. It wasn't just that fact that they might die here; it was also the fate Magicon had planned for the rest of their friends.

"Shining, what do we do?"

"Keep fighting!"

"This fire won't go out!"

"It's dark magic. Use light magic. It's the only thing that might work."

They both cast bright spells of white light that only seemed to stop the fire from advancing.

"Shining, it's too powerful! I can't do it!"

"Wait, I have an idea! Cast an energy spell on me. Divert your magic to me and I'll cast a spell of my own to douse the flames."

"Can't we just teleport?"

"I already tried. Just do what I'm asking!"

"But, Shining-"

"Do it now!"

"Okay," she answered relcuntatly. She threw her magic in an energy spell directly at Shining. It hit him square in the chest and he took it all in and cast the brightest light he could from his horn. The fire reacted quickly, dispersing and retreating from the pure light magic.

Within seconds the room was devoid of any flames and the two unicorns ran over to teach other and hugged. Everything in the room had been destroyed, except for the book which lay in the center of the room, untouched.

They both looked at it and shook their heads.

"We'll be back for it," Twilight said.

"Then let's go. We've got a unicorn to catch. There's no time to lose."


	42. Chapter 41

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 41**

Rainbow banged senselessly against the door, putting everything she had to try and break it down.

"Dashie, stop it already," said Applejack as she put a hoof on her shoulders.

"What do mean stop?" Rainbow shrugged off Applejack's tenderness. "Twilight and her brother are alone fighting a madpony! You're not going to just leave them, are you?"

"'Course not. All Ah'm sayin' is that ya' stand aside so Ah can break that door down."

"Oh, sorry," apologized Rainbow and moved out of the way. Applejack approached the door, stretched out her back hooves, and gave one of her signature bucks to the door. It shook violently but remained firm. Applejack decided to try again, continuing to buck the door, which only minimally responded to her attacks.

Rainbow saw Applejack's lack of success and began banging away at the door as well. They put everything they had to try and get in, but the magic was just too strong. The door would not break or even budge. Then they heard a scream behind them which made all of them jump.

Spinning around they saw Rarity letting out a scream as Magicon stood in the center of the group. He glared at all of them and they returned it with mixed glares and faces of shock. They all wanted to take action against him, but nopony took the initiative. They just stood there while he began speaking.

"Let's finish this," he hissed and cast a spell directly at Cadance. She screamed and ducked, the spell crashing into the wall directly behind her. But Magicon didn't waste a second, already preparing a second spell for the alicorn princess, determined to kill her or at least make her suffer in the worst possible way. But he didn't get the chance to have a clear shot at Cadance as the rest of the girls sprang into action dodging Magicon's spells, protecting Cadance, and entering battle mode to stop Magicon.

Fluttershy dodged for cover, trying to avoid Magicon's blasts while Pinkie jumped around as if this was nothing more than target practice. Rainbow made use of the higher ceilings of the hallway and made repeated short dives at Magicon who dodged them or cast a shield that knocked Rainbow out of her flight path, crashing her against the walls.

Rarity did what she could with her simple but intricate spells while Cadance began shooting her own spells at Magicon. Applejack attempted to catch the unicorn off-guard, but found the task impossible. His senses were just too heightened for any successful sneak attack.

Spells flew, loud bangs and crashes filled the air, and smoke and dust limited everypony's vision. Using this Magicon decided to put his unique spell to work. With one swift motion he turned into his newly-created mist and wormed his way over to Cadance.

Magicon's sudden disappearance baffled everypony.

"Where'd he go?" Rainbow asked.

"No idea," answered Rarity.

"We'll find him," said Pinkie. "He's here somewhere, I can feel it."

"You're Pinkie sense is quite good, Pinkie Pie," Magicon stated appearing right behind Cadance and grabbing her in his hooves.

She screamed and tried to escape, but Magicon restrained her with firm hooves against her neck. Her breathing was curtailed because of him. He held her life in his hooves. Everypony froze, fearing that the slightest movement would send Magicon over the edge and Cadance to the point of no return.

"Now, listen to me very carefully, if you make another move against me, I'll kill Cadance with one simple spell. We wouldn't want that now, would we?"

"You wouldn't dare," hissed Rainbow, glaring at the unicorn.

"You want to prove that?" he asked with a grin, pressing his hooves in further. Cadance began emitting chocking sounds as she desperately fought for more air.

"Alright, alright. Stop it!" begged Applejack. Magicon did so, but kept his hooves firmly planted on her neck.

"Now that's better," he maliciously smiled.

"What do you want?" Rarity asked, as if she knew what to do in a hostage situation.

"I want this coup to end right now. All of you are going to return to your posts and pretend like none of this ever happened. Rainbow, I will pardon you and allow you to return to the guard. If you decide not to follow this course, consider this the end of the line for dear Cadance."

The mares looked at each other, worried and confused expressions on their faces. Was it worth agreeing to this? Where was Twilight? Where was Shining? Where was Fluttershy? While the girls looked each other and at Magicon, nopony noticed the silent mare creeping up behind Magicon carrying a needle in her mouth.

"Ah!" screamed Magicon as the sharp pain of the needle dug into his coat. He managed to turn around and see Fluttershy, with a saddened face, administer the last drops of the drug into him.

He struggled to fight it and hurt Fluttershy but the effects of the drug were fast. He was out and collapsed on the ground in less than thirty seconds, freeing Cadance and the girls from their terrible fates.

"I can't believe I'm saying this, but thank you, Fluttershy," thanked Rainbow.

"Please, no compliments. I don't feel any good in doing this."

"You did the right thing and that's what counts," Rarity stated as she helped calm Cadance down. The rest of the girls surrounded Magicon's unconscious form, a quiet breathing emulating from his muzzle.

"So, what now?" Pinkie asked.

As if on cue the bedroom door was blasted open behind them with Twilight and Shining running out. They didn't run far though, seeing the scene before them.

"How did-"

"Fluttershy."

"Fluttershy?"

"Eeyup."

"Well, then, I guess this settles everything," said Shining. "Is everypony alright?"

They all nodded; even Cadance looked at him and gave him a small smile.

"What now?" Fluttershy asked.

"I think it's time we have Magicon answer for his crimes. The time for justice has come."

* * *

Magicon awoke slowly. It wasn't the first time he had awakened like this; but it certainly wasn't pleasant. As his senses became active and attentive, he observed the world around him.

He was sitting upright in a chair, all four of his hooves restrained to the arms and legs of the chair. He felt a large and heavy metallic object on his horn, no doubt the same thing that had prevented Shining from using his magic in the dungeons. He looked around the room.

Though dimly lit, he could see he wasn't in the palace anymore. He was in a cave of some sort. A few lanterns hung from the walls, their glow reflecting off the smooth surfaces of the rocks and gems inside the cave.

His mouth had not been restrained and he was quick to call for 'Help'. Yet, he doubted anypony would hear him. Even if they did, what were the chances they would even find him given that Twilight and her friends were somewhere nearby?

"Damn they all," he cussed. "They shall all die for this. I'll see to that."

"After we'll see the truth from you," replied a stallion's voice.

Shining Armor appeared in the light and walked up to Magicon. Magicon was hesitant to raise his eyes to meet the stallion's gaze. Yet he couldn't resist. He raised his head and their eyes met, seeing each others bitterness and hatred.

"Now you know what it was like for me. For months I was like this. For months I suffered this fate, not knowing what was happening up above. For months I was your prisoner. Now you're mine."

"_I am nopony's prisoner_," Magicon hissed.

"Then free yourself."

Magicon took that as a direct threat and did what he could to try and wiggle out of the chains binding holding him. Nothing worked and he couldn't use his magic. He was at Shining's mercy.

"Let me go you heartless bastard!"

"No, you have crimes to answer for, you _heartless bastard_."

"I admit nothing!"

"You don't have to. We know everything," said a mare's voice behind Shining. Cadance walked into the picture, a face full of resolution. Magicon simply glared at her and her husband.

"I know what happened between you and my husband, Magicon, and I forgive him for it. But forgiving you for everything you've done to me, my husband, and my friends will not be possible."

"I don't need your forgiveness. I'm not sorry for anything I did!"

"Are you really that heartless?"

"Not heartless, _soulless_."

"Yes, you sold your soul to Red-Blood, just like the ponies before you. How's that fairing?" Shining asked sarcastically.

"That's none of your concern!"

"Then I take it that book no longer serves you."

"You know nothing of that book!"

"But I do," said another mares voice, sending a chill down Magicon's spine that he could not hide on his face. Shining Armor and Cadance saw the fear take hold of Magicon's face. They would see this through, not for the sake of themselves, but for Twilight's sake. She was hurt too and she needed to resolve this the way she saw fit. They would support her. They always did.

Then Twilight appeared alongside her brother and Cadance. Unlike the other two, her eyes still showed compassion and mercy. Magicon simply watched her with cold eyes, trying to ignore the chill coursing through him.

"I read that book, or at least most of it," continued Twilight. "I have no idea what it must be like for you, but I know wasn't pretty. Magicon, I beg you, stop what you're doing. Stop hurting ponies and destroying Equestria. You can choose to end it, please."

"Hurting Ponies? Destroying Equestria? I'm _saving_ it for pony's sake!"

"Then why did your Royal Guard so easily rise up against you?"

"Because you turned them against me! Shining and Rainbow knew how to manipulate them and use them to overthrow me! I had to remove them! They were traitors anyway!"

"No, Magicon," rebutted Shining. "You turned them against yourself. Your cruelty hasn't been seen in Equestria in over a millennium."

"I was never cruel! I was teaching them a lesson!"

"By killing them?"

"If that's what it takes, then so be it."

Shining walked up to Magicon, stared down at him, and smacked him across the face. Magicon took it full force, his head whiplashing to his side and his mane flying in front of his face. He slowly turned his head and disheveled mane back to the three, a growing and menacing smile on his face.

"Is that why you brought me down here? To abuse me? To torture me? Well, consider it a waste of your time. I won't give in so easily."

"That's not why we brought you down here," Cadance stated. "We just want to know why. Why did you do everything you did? Why did you manipulate me? Why did you ruin my husband? Why did you punish Twilight? Why, Magicon, why?"

"I don't have to explain myself to you. You already know the answers to those questions anyway."

"Probably, but we want the answers from you," Twilight stated. "Let's start at the beginning, why did you kill Princesses Celestia and Luna?"

"I maintain my silence."

"You better tell us," warned Shining.

"Or what? You'll torture me? None of you have it in you. You have no evil. You are all weak with your moral consciouses!"

"You're wrong, Magicon," retorted Cadance. "We're stronger than you because we do have morals and have consciouses. We know right from wrong and know how to treat everypony with the respect they deserve, unlike you."

"You're so bent on controlling everypony and their actions that you lose the fundamental elements that Equestria was built on," added Shining.

"And what is that? Oh, pray do tell," Magicon asked sarcastically.

"Trust and Friendship," answered Twilight.

"Ha! Don't make me laugh. Trust is for fools like yourselves! And friendship only weakens the soul! It only makes a pony rely more on others. It destroys independence and freedom on the individual!"

"No, Magicon, you're wrong. Trust and Friendship build healthy relationships that teach you how to love, tolerate, and learn. Without my friends, I wouldn't be the pony I am today."

"And what kind of pony is that? Oh, wait, allow me to answer that, _a weak and pathetic one_."

"Don't you dare call my sister weak and pathetic you disgusting piece of shit!" Shining yelled.

"Oh, am I upsetting the always calm and collected Captain? Oh, do I need to take you to bedroom to calm you down?" Magicon teased.

The comment crossed an invisible line. Cadance took a few steps backwards and Twilight made numerous glances between Magicon and her brother. As for Shining, he glared at Magicon his temper rising and his eyes containing growing fires.

He dug into the ground with his front hooves, ready to charge, but Twilight jumped in front of him and put her hooves to his face. In her eyes, she begged for him not to satisfy Magicon. He met them and saw her compassion and pleading and backed down, with a loud breath.

"We need to talk, alone," Twilight whispered to her brother and gestured for Cadance to follow. As they walked out of the light, Shining made one final glance at Magicon. He remained motionless, wearing his menacing smile as the three left him alone in the dim lights.

"Well, well, look at what we have here," said a mares voice behind Magicon. He couldn't turn around to see who it was, but he didn't have to. He knew the mare all too well. His smile faded as her white body soon appeared around besides Magicon chair with a darker one on the other side.

"Hello, Magicon," greeted Celestia.

"Nice to see you again," added Luna.

Magicon didn't respond, eyeing both of them as they snaked past his chair and stood in front of him.

"Aren't you happy to see us?' Celestia asked innocently.

"If you aren't, then you should be. After all, you're a _good and nice_ pony," added Luna.

"What do you want from me?" Magicon asked.

"Why, what could we possibly want from you?" Celestia asked as she spread her wings, took flight, and began circling above Magicon.

"I don't know. I never thought like either of you."

"Actually, you have ruled much like my sister before my banishment."

"What are you talking about?"

"I think you know exactly what she's talking about," Celestia stated as she continued circling.

"What, my so-called cruelty and manipulation? I had real reasons to do it."

"Yes, to control everypony around you so you could remain on the throne for your life," answered Luna.

"My cruelty was never for your reasons, but I was still cruel," Celestia admitted. "But unlike you, I learned and found my heart and soul. I became compassionate, loving, and a hero to all Equestrians. Magicon, you are no hero."

"You're right, Celestia. I'm no hero, I am a legend. My name will always be remembered for the good I did to Equestria."

"Perhaps that'll be true," suggested Luna. "But you must realize that you're name will be remembered for the evil that you have become. When ponies will speak of you, they won't be talking about your reforms or industrialization or even your raising of the sun and moon. They'll be talking about your cruelty and your lack of mercy to everypony."

"Oh, I beg to differ."

"You must realize you've done some terrible things," Celestia said.

"Terrible is in the eye of the beholder."

"Unfortunately, you're in the minority if you think your actions spelled good things for Equestria," regretted Luna.

"Minority or majority doesn't matter to me. I am the Prince of Equestria. I can do whatever I want whenever I want."

"So we've seen," murmured Celestia as she landed next to her sister.

"What's that supposed to mean?"

"Do we have to explain everything to you, Magicon? I thought you were a _smart_ and _intelligent_ pony."

"Insult me all you like. You can't harm me."

"No, but you can harm yourself," warned Luna.

"I am not suicidal."

"But you are quite insane," remarked Celestia.

"I am not insane."

"How would you know if you were insane?" asked Luna.

"I don't know! I'm not a psychologist!"

"How would you know if you weren't insane?" asked Celestia.

"Again, I don't know!"

"So by that logic, that means that you have no idea or sense of your insanity."

"What?"

"What my sister is saying is that once you've gone insane, you never go back," reiterated Luna.

"What?...uh…" Magicon shook his head to try and understand what they were saying. It didn't make sense to him. Was he insane? How could he tell? Was there a way to tell? What was real anymore? What was the truth? What wasn't?

Magicon had no answers and he felt an intense headache coming upon him as he thought and tried to answer the questions. But he couldn't find an answer, either inside his brain or outside his body. They just weren't there and it made no sense to him.

"I've always been able to answer questions and overcome difficulties, but now why can't I? Why is the sky blue? What is the color of this floor? Is that a wooden door I see? Ah! Magicon, stop it, stop it, stop it!"

He banged his head against the back of his chair to shut himself up and to stop thinking. It somehow worked and Magicon raised his head to see a dark and lonely cave around him. The princesses had left, though Magicon was sure they would be back. They always come back. After all, they still lived. Somehow, they had managed to live.

* * *

"Let me at him, Twilight," Shining stated with anger in his voice.

"No, Shining. It will only end badly for you and for Magicon."

"How can you take his side after what he's done to you?"

"I'm not taking his side. I'm looking out for you. You're much too weak to fight Magicon and he's becoming too unstable to fight."

"Twilight's right, Shining," Cadance added. "Magicon is slipping. If we let you at him, nopony knows how far he'd go to not only stop you but hurt you."

"But he has to pay for what he's done to us and Equestria!"

"And he will. He will pay, but fighting him now is worthless. We need to wear him down. He's already starting to crack. Once he cracks we can ensure that justice is done to him."

"Not ta interrupt or nothin' but what does that 'xactly mean?" Applejack interjected. The three had joined the rest of the girls after leaving Magicon to talk and all had different ideas about how to deal with Magicon. Figuring out which was the right one was the difficult task before them. They had Magicon, now all that remained was what to do with him.

"A lot of things," Twilight answered.

"That's not a very specific answer," commented Rarity.

"Well, what do you want me to say? We never agreed on how we were going to stop him."

"I say kill him," Rainbow said coldly.

"I completely object," said Fluttershy loudly and quickly, catching everypony's attention. "Nopony, no matter how bad they are, deserves death."

"I have to agree with Fluttershy," added Pinkie. "But he can't go free. He has to be punished in some way."

"Well, then, what do we do?" asked Applejack.

"Lock him in prison?" Rarity suggested.

"If Twilight and I can break out of that prison, so can Magicon," warned Shining.

"Is there another place where we can put him?" asked Rainbow.

Shining shook his head. "Unfortunately, the palace dungeons and the Canterlot prison are the only ones that would even be able to hold ponies like Magicon. Everything and everywhere else is too weak."

"What about banishment?" Cadance suggested.

"That might actually work," added Pinkie.

"But how would we enforce it?" Fluttershy asked.

"We could chain him to something in a distant land," Rarity suggested.

"Twilight, is there a way we can remove the magic from a pony?" Applejack asked, seeing some of the wisdom in Rarity's idea.

Twilight put a hoof to her chin in contemplation and said, "I suppose. I never really looked into it. After all, what normal pony would use dark magic or magic for dangerous ponies?"

"Well, we have one now," Rainbow stated. "You better get on that."

Twilight nodded and a silence fell on the group that was only broken by Fluttershy's small voice.

"Umm….I hope I'm not interrupting but, why can't we just be kind to Magicon. Show him some love and maybe he'll change."

"Fluttershy, you can't just go around being kind to everypony expecting them to magically be nice and friendly like you for the rest of their lives," Rainbow commented. "Magicon isn't an animal, well he is, but that's beside the point."

"Yeah, the point is that he's just too dangerous," Pinkie finalized.

"I just don't feel comfortable with us hurting him," Fluttershy stated.

"It's for the best, Fluttershy," Rarity stated.

"He hurt us, all of us, and he's going to continue to hurt others unless we do something," Shining warned. "He killed our princesses, locked me and Twilight up, forced you all into new lives that you didn't want to lead, abused his power, hexed Cadance, and tortured and killed numerous guardspony's. We can't just ignore it or forgive him for what he did. It's time for him to pay."

"But we still haven't come to a conclusion," retorted Cadance.

"Why? We were able to work together effectively to capture him," Pinkie asked.

"Ah guess we never thought we would get this far," remarked Applejack.

"Well, now we have and we need to do something," Rainbow stated. "The longer we wait, the longer Magicon has time to plan and prepare for us."

"Rainbow's right," commented Twilight. "We need to work fast and we're getting nowhere with this. I think I have an idea that might work, but I need to do some research. I need to go."

"Twilly, you can't possible go now," Shining remarked

"Yeah, we need ya', sugarcube," Applejack added.

"I know, but it'll be faster if I do this on my own."

"Where are you going exactly?" Fluttershy asked.

"The archives. I want to look up information about unicorns."

"But we know enough," Rarity protested.

"Not enough to defeat Magicon."

"But we can defeat him together. We're the Elements of Harmony with a powerful unicorn and an alicorn to back us up," Rainbow stated.

"It's no good if Magicon kills all of us simply because we didn't know his weaknesses. If we're going to win, we need to be certain of his faults and make sure we use them to our advantages. All is lost if we don't."

"Certainty is never guaranteed, Twilight," reminded Cadance.

"I'd certainly like to have better chances with it than not at all."

"You're not gonna change your mind?" Fluttershy asked.

"No. Just trust me, please. I know what I'm doing. I'll be safe and back here before you know it."

The group didn't have time to protest any further as Twilight teleported out of the cave with a loud pop. The rest of the group stared at her last location and sighed, resigning themselves to each other.

"Now what?" Pinkie asked.

"We wait," answered Shining. "She'll be back. She always comes back."


	43. Chapter 42

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 42**

Twilight reappeared with a loud pop echoing throughout the cave. She cringed at the sound, hoping none of her friends heard it.

"I hate lying to you all, but I have no choice. I need to talk to Magicon one-on-one."

She turned her head back towards the cave leading to Magicon. She sighed and began her walk towards him. She didn't know what to expect or how Magicon would act, but she had to know the answer to this question. It had been bothering her ever since she learned the truth. She needed an answer and she knew he was the only one to give it to her.

Rounding the corner the dim light of the lanterns illuminated the small cave with Magicon strapped to the chair. His head was low, as if he was in deep concentration. He made no reaction to Twilight's approaching hoofsteps and Twilight wondered if he even was awake.

She stopped directly in front of the helpless unicorn, looking down at his hung head with a calm face. She spoke calmly.

"Magicon?"

He made no response.

"Magicon? You there?"

She extended a hoof only to have it quickly swatted away, much to her surprise. She let out a small gasp as Magicon's ears twitched and he slowly raised his head. His eyes were completely bloodshot, practically red, and he looked at Twilight as if he didn't know who she is.

"Yes?" he asked with a hoarse voice.

"Magicon, I need to speak with you."

"Ok, I guess. It's not like I'm going anywhere."

"You don't sound like yourself," she observed.

"Ok."

"Are you ok?"

"I'm strapped to a chair. Is that 'ok' in your mind?"

"Well…umm…do you know who I am?"

"Depends, are you a figment of my imagination?"

"Umm…no?"

"How can I believe you? If you're a figment of my imagination, you could be lying to me."

"I don't understand."

"Or if you're real and being honest, well then that would be nice but I don't think that's true. After all, who would be honest with me?"

"Well, that's the truth," she mumbled under her breath.

"Pardon?"

"Nothing, Magicon. Do you really think I'm not real?"

"I…I don't know anymore."

"Do you know my name?"

"I do."

"What is it?"

"Twilight Sparkle." With those words something clicked in his mind and shown on his face. A sense of realization overcame him as he continued to stare at the mare.

"Wait, Twi…Twilight? Is that really you?"

"Yes. Do I need to hurt you to prove it? Because I certainly wouldn't be opposed to doing it."

"Oh really? Are we getting aggressive now? Did Rainbow Dash finally get to you?"

"Don't talk about Rainbow or any of my friends."

"Or what?"

"Please, Magicon, I really don't want to hurt you."

"Really? You seemed to have no problem coordinating others to do the hurting for you."

"No-"

"Really, Twilight? You have always depended on your friends. Celestia was a terrible teacher. Teachers are supposed to teach you skills of independency and self-sufficiency. But instead Celestia just kept putting you on pointless tasks. You became so reliant on others that she even tasked you to make friends because she knew you couldn't be left on your own. You're a weak pony Twilight Sparkle! I can't believe I even wanted to teach you. Well, my mistake. You're betrayal is the same as your brother's and Cadance's and you'll all share the same fate."

"No, you're wrong, Magicon! An independent pony becomes selfish and arrogant and ignores the ponies around them. They become just like you!"

"And is that such a bad thing?"

"You don't think you're bad, despite what you've done?"

"Oh no, my dear Twilight, I am bad. I'm a very bad pony, a _very bad pony_," he maliciously smiled.

"I don't even know what to say."

"You don't have to say anything. All you have to do is sit there and die."

Twilight lowered her gaze and a small glare overcame her as she stared at the grinning stallion.

"What? You don't like what you see?" he teased.

"You disgust me."

"Right back at ya', sweetheart."

"Shut up," she hissed.

"Oh, do you not like that? Well, then how about your brother? He certainly liked it, especially in the bedroom."

"Shut up!" she yelled and smacked Magicon across the face. He slowly turned his head back, still wearing that wicked smile.

"You're the wickedest pony I've ever met."

"Yes, I am. I am the best liar Equestria has ever seen. I lied my way through Celestia's rule to be her closest advisor. I lied to Luna so I could gain her trust. I lied to everypony in Equestria about my real thoughts about Celestia. I lied my way to the top and only now did you guys discover the truth."

"Magicon, all I can say is why? Why do all of this? Why fall so far?"

"That's simple, Twilight Sparkle. You're a smart unicorn and you've talked to your brother. I'm sure you know why and how I, what you describe as, 'fell'."

"I know you're story, Magicon, and that's why I want to talk to you. Your mother's death happened right in front on you. You saw her dead on the floor and the room aflame. Now, I know unicorn magic extensively and I know what caused her death."

A sudden chill and gut feeling ran all through Magicon. It was a feeling he could not hide on the inside or the outside. He leaned away from Twilight, his face in shock as to her possible discovery.

"No…no, that's not possible! You couldn't have figured it out! It was unknown to anypony! It is unknown to anypony! Nopony had used it in years! You're lying!"

"No, I'm not. You think you and your masters were the only ones to have access to dark magic? Ha! True, you had the darkest spell book in all of Equestria, but there are only a few spells that result in side effects involving fire. From your book, I figured out just what that spell was."

Now it was Twilight's turn to smile. It was a smile of achievement and discovery, a smile that Magicon panicked at.

"No…Twilight….come on, you must understand…I was just a colt…I had no control and I was just…angry at her. That's all," he begged. He felt much weaker, much more helpless and completely at the mercy of Twilight. It was as if the truth was something he didn't want to know. He'd much rather have it lie in the darkness than be brought out to the light. He didn't want to be truthful.

"Be honest with her," said a pony materializing at Twilight's side that sent fear directly through Magicon's body. Her amber coat and beige mane shined beautifully, despite the dim lights of the cave. Her pure blue eyes looked directly at Magicon, piercing his flesh and soul. His jaw dropped at her appearance beside Twilight and he shook his head violently to shake her image, but it would not cease. He banged his head against the back of the chair to no avail.

"Magicon!" Twilight exclaimed and rushed to him to restrain his head, desperately trying to make eye contact and calm him. He continued to shake his head and whole body. His eyes were closed but they couldn't hide the tears emerging from them.

"Magicon! Calm down!" Twilight yelled, desperately trying to calm down the uncontrollable unicorn.

"No, no, no, no, no, no! She isn't there! She can't be there! She's dead! Dead! Dead and buried! For years now! She can't be there!"

"Who's there? Magicon, what's going on?"

"You don't see her? She's standing right there!" he pointed directly towards the amber mare in front of him.

"No. There's nopony there."

"No! No! No! That's not possible! She's right there, just staring at me with those eyes!"

"Magicon! Nopony is here other than you and me. You need to calm down."

"She's right, Magicon. Listen to her," voiced the amber mare.

"No! She's wrong, you're here!"

"I meant that you calm down."

"Calm down?"

"Yes, Magicon," answered Twilight with a reassuring nod from the amber mare. "That's it, deep breaths. Calm your nerves."

Slowly and with some reluctance Magicon managed to calm himself, surrounded by the oddly comforting hooves of Twilight.

After a few minutes, Twilight asked, "Magicon?"

"Yes?"

"Are you alright?"

"I guess."

"Who makes you doubt yourself?"

"She's still there."

"Who?"

Magicon hesitated before answering, glancing at Twilight's caring eyes. "My mother."

Twilight made no sudden movements, only blinking a few times. She knew what happened to her and the truth that Magicon refused to admit, both to himself and to her.

Quietly she asked, "Is she here now?"

"Yes."

"How does she look?"

"The same as I remember her."

"Magicon, you do realize she's dead, right?"

"I know. But why is she here?"

"I…I…can't answer that. But you and I know why she can't be here."

"Yes, I know, but why is she here?"

"Because I want you to tell the truth," answered Magicon's mother.

"You do?"

"Yes, if it's still in your heart to do so."

"I…don't know if it is."

"You've fallen so very far, but it's not too late."

"Yes, it is."

"It's never too late for anypony. Even you."

"I…can't."

"What prevents you, my son?"

"My dark and corrupted soul."

"Why don't you let an ounce of purity through and be a good pony for once?"

"I…can't. It'll hurt too much."

"You don't know that."

"And you do?"

"No, but you never tried. Like Luna has said, make the choice."

Magicon fell silent and looked to his side; unaware that Twilight remained close, staring at him as he carried out this conversation. She simply watched him, realizing there was no way to get to him. Whatever was happening in his mind, she only hoped that it would be for the best of himself, herself, her friends, and all of Equestria.

"What if it ends badly?"

"What if it doesn't? There's only one way to find out. Besides, it will allow you to avenge my death. Isn't that what you've striven to do? Isn't that what you've always been worried about?"

"If only that were true. We all know what happened to you. I'm sorry, mom, I was just so angry and uncontrollable."

"I don't blame you and I forgive you. But can they forgive you? And can you forgive yourself? Only one way to find out." With those final words she walked backwards into the darkness of the cave and Magicon's mind.

Magicon sighed and turned toward Twilight. "Twilight?"

"Yes, Magicon?"

"I hate saying this, but you're right."

"I'm right? About what?"

"My mother. Yes, I…killed her with an extremely dark curse that caused the fire as a side effect. I regretted it from the second I cast it. I was just…so angry and upset with her. I was so young too, uncontrollable and wild. I just…let my emotions control me."

No tears streamed down his face as he spoke. He spoke only in a quiet tone, as if he were stating the information as factual and not emotional.

Twilight felt a heavier burden on her heart by Magicon's admission. If only he had been a better pony she would have shown sympathy towards him, but it was too late for that. Magicon was beyond sympathy, or at least sympathy for his present and past actions.

"Twilight?"

"Yes?"

"I'm not asking for forgiveness, but could you, if at all possible, remove this excruciating headpiece from my horn. I fear it's causing damage to my skull."

Twilight looked at Magicon, unsure of his motives. Was he being sincere? She could only assume so. It was the only logical conclusion in this situation and with the ounce of sympathy she had she unbolted the metal from Magicon's horn.

He rose his head and straightened his next with a few crackles as Twilight set down the metal object on the floor next to Magicon. She rose and stood directly in front of him.

"Better?"

"Much better. Thank you, Twilight Sparkle."

"You're wel-Ah!" a sudden blast of magic crashed against her and she was sent flying across the cave landing at the opposite end with a loud thud. Twilight scrambled to her hooves and charged back at Magicon who freed himself from his chair with a single explosion, blinding Twilight for a few seconds.

When her vision returned to her, she saw Magicon charging at her, horn glowing and ready to strike. She only had just enough time to duck and dodge as he passed her by with an explosion sending dirt, rocks, and gemstones flying, attempting to escape.

"Come back here, Magicon!" she screamed as she galloped after him.

She chased him through the caves, blasting a few bolts of magic where she could but making no direct mark as Magicon continued running. She had to admit that he had a surprising amount of stamina as she continued to chase him.

Then as she rounded a corner she slammed against a solid wall. She gazed around and saw that the wall was incredibly solid and unyielding. Nopony could easily pass through it and she didn't hear a teleportation pop. Magicon had simply vanished and Twilight couldn't understand how. As she searched the area for any sign of Magicon she failed to notice a small lavender mist disappear out of the cave, heading for the surface.

* * *

As the mist crept out of the cave and into Canterlot proper, nopony noticed it as it zoomed through the streets and down alleyways heading for the palace. The night had just begun with the moon slowly creeping higher in the sky, an omnipresent eye watching over the desperate unicorn attempting to make his final stand. The mist passed through the gates and doors of the palace and finally arrived in its ultimate destination: Magicon's bedroom.

With the quietness and stillness of night, the mist transformed itself into the Magicon's full form.

"I don't have much time. Twilight and her friends will be after me. I can't stay here. It's no longer safe for a pony like me. I need to get out and fight them where I know I will win. I need to get home."

The image of his stately mansion, Chateau Montville, appeared in his mind with his four servants who were basically family to him.

"They'll always be there for me. They'll help me. They'll understand. I need to get to them as quickly as possible."

He telekinetically grabbed his suitcase from the closet and threw it on the bed. He didn't care if he made any damage to his room in the process, he wasn't even sure if he was returning. But that didn't matter; that was a worry for the future. What mattered now was how he prepared for the group determined to destroy him.

Grabbing anything of magical value, he lumped it all into the suitcase and slammed it shut. He telekinetically brought the spell book in front of him. He gazed over it; the worn cover, the fading gold letters, and the black lock, all no longer responding to him. Red-Blood had betrayed him in his hour of need and would never share the secrets of the book with him again.

With a burst of fury Magicon hurled the book against the wall. It made contact with a loud thump and fell to the ground with another thud. It was useless to him now and Magicon no longer felt any reason to respect it.

"To Tartarus with Red-Blood and his followers! They're all traitors! I killed Celestia and Luna! And what did they do? Stand back and watch! No congratulations! No thanks! No nothing! They're nothing to me anymore! Death to them all!"

His horn glowed and the book caught fire. However it was doused as quickly as it had started. Magicon wasn't surprised by the magical enchantments protecting the book; it only strengthened his resolve to destroy it. They had hurt him too much; it was time for revenge.

He tried more spells, blasting the book around the room, freezing it, trying to break the lock, and others which had no effect on the book. It simply remained indestructible to his magic. Frustrated Magicon picked up the book with his hooves and, with all his strength, threw it against the wall with such force that it caused a dent. Magicon didn't care anymore; the book was useless to him. Let some other soul fall victim to Red-Blood's plan, Magicon was no long apart of it.

"I've wasted too many years blindly devoting myself to that pony, my master, and their plan. And when I go above and beyond what they ask for, I get scolded for it! That's wrong! I'm done with them, forever!"

He grabbed his suitcase and stormed out of his room, an angry look upon his face. As he walked through the palace, everypony scattered into rooms, completely fearful of him. Magicon didn't care what they thought and didn't care what they did. One move and he would blast them to bits. His sole interest was getting home where he could win and return to Canterlot with his ruling secured.

As he passed through the throne room, he paused and gazed around. His fury subsidized in this temporary moment of reflection. He had lost count of how many times he had sat in this room, on that powerful throne of his, and helped ponies of Equestria. Now, he didn't even know if he would return to see it.

Gazing up at his throne, he smiled as he silently admired its power and gothic grace. Deciding to allow himself one last time to sit, he climbed the steps, set down his suitcase, and slowly sat in the throne. Once again, the power of the chair coursed through him and he felt the rejuvenating feeling overcome him.

He took deep breaths and smiled as the energy and the drive came back to him. Even if Red-Blood and the ancient spell book had abandoned, the chair did not. It still catered to him and he was thankful for that. He continued soaking in the power until he heard nervous hoofsteps approach from the right.

Opening his eyes, Magicon saw Starry Skies nervously approaching him. Magicon made no emotional reaction to his presence other than a simple nod, an acknowledgement that he was there.

Once Starry approached the base of the steps, he spoke nervously, twiddling his hooves as he did.

"Umm…uh….pardon me….err….Magicon….but…I-"

"Out with it, Starry!" Magicon boomed causing Starry to jump and cover his eyes. Magicon hadn't meant for it to come out so forcefully, he didn't have much time. If Starry was going to talk, he had to do it now.

"Umm…yesss….sir….I was….wondering…what happened?"

"What do you mean?" he asked with slightly more sympathy.

"Umm…well…you know…the guards and….stuff," his voice trailed off, afraid he was going to receive harsh treatment from Magicon. Magicon simply examined Starry as if he were hiding something.

"Starry, I don't have time for your pathetic questions. I have to go."

"Oh…yes, sir…but where…to?"

"My home."

"Your…mansion?"

"Do I have to spell it for you?"

"No…sir."

"Good, now I must be leaving."

Magicon rose, grabbed his suitcase, and proceeded down the steps past Starry Skies. As he strode across the throne room to the exit, Starry called after him.

"Magicon."

He paused and turned around, an annoyed look on his face. "What do you want Starry Skies? I don't have time for your foolish talking."

"I...I'm sorry, Magicon, but I have to tell you something."

"What? Spit it out!"

"I…uhh…know about you and Shining Armor," he whispered tears suddenly streaming down his face. Magicon shook his head and cleaned out his ears, unsure if he heard it right.

"Come again?"

"I know about your relationship with Shining Armor, Magicon," he sobbed.

"What in Equestria are you blabbering about?"

"Magicon…you…like Shining Armor."

Magicon's jaw dropped at Starry's admission and he blinked quite a few times as he came to grips with Starry's statement. It wasn't possible. He didn't know. He couldn't know. Nopony did other than himself and Shining. He would remember otherwise. Yet, here was Starry telling him otherwise. He didn't understand how it was possible, or even if it was possible. He couldn't have told Starry. Starry couldn't know. Nopony could. He had too many bad things. He was beyond being honest. He had his one love, Shining Armor, and that ended in bitter hatred of him. And now Starry knew. He didn't know how much Starry knew, but he knew there was something and that thought scarred Magicon.

"I'm sorry, Magicon. Please don't hurt me!" Starry was now begging on his knees, hoping for mercy from Magicon.

As Magicon thought about Starry's statements he felt a pain in his heart. He had no feelings for Starry. He had always thought of him simply as a friend. Starry was always too kind and never prone to corruption. He seemed too oblivious to know the inner workings of Magicon's and Shining's relationship. Yet somehow, he figured it out. He didn't know how or why, but it didn't matter, at least it didn't matter anymore.

Turning back to Starry Magicon put a hoof on his shoulder causing Starry to tremble. He spoke with more remorse and compassion in his voice.

"Starry…I know how you must feel. But let me tell you, that I am not mad or upset with you. I don't know whether or not to believe you. I can't trust you or anypony as to whether that's the truth or not. But I suggest you keep it secret for your own sake. I don't know how much you know or how you learned or why are you telling me, but I ask that you never speak of it again."

"Magicon, what…are you saying?"

"I'm saying to forget about everything you've heard or figured out and move on. Stop worrying about other ponies and their problems and worry about your own."

"I don't understand."

"You better because I don't have the time nor the patience to help you. So, just go." He turned his back to Starry and was about to walk towards the exit when he felt his back hooves restrained. Turning his head he saw Starry's front hooves under his cape, clinging to Magicon's rear hooves.

"Magicon…I don't care what you and Shining did or didn't do, I just wanted to let you know."

"Well, now you know and now you know my reaction. So, shut up and leave me alone before I blast you into oblivion!" Magicon scolded and pulled himself from Starry's grasp and exited the shocked stallion with a flurry of his cape.

Magicon then left the throne room and proceeded to the stable houses and entered his custom-built carriage, as two pegasi servants hitched themselves to the front and prepared to depart.

"Where to?" asked one.

"Home."


	44. Chapter 43

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 43**

Twilight remained at the wall of rocks and gems, trying to find some way Magicon could've escaped. Yet, she found no evidence of his presence or the method as to how he managed to get away. She realized that it was a hopeless search. Magicon was gone, either somewhere in the caves or already outside of them. If he was to be stopped she needed to find him and fast.

But she couldn't do it alone. Twilight realized that her friends and brother would have to help. If Magicon could escape Twilight's grasp, then he could escape all of theirs if they didn't work together. They had to, for Equestria's sake.

Turning away from the wall Twilight hurried down the caves to find her friends. She knew where she was going. Princess Celestia had given her maps and charts of the caves to study as part of a mental exercise. As always, Twilight did beautifully, with much praise from her teacher. Now she was putting those skills to the test and couldn't help but shed a sweet tear for her teacher who was no longer there for her, or anypony.

'How could anypony seriously murder her? How could one pony be so blinded by a madmen and his philosophy? Why did it have to be him? Why couldn't it have been some other pony? Why am I asking these questions?'

Twilight sighed, slowed her speed, and lowered her head as she walked. She knew it was pointless to ask those questions. Magicon had done too much harm to herself, to her brother, to Cadance, and to her friends. Now he was loose, somewhere in Equestria. Yet, she had learned a valuable fact about Magicon that he was very troubled by: his mother.

What drove him to such a murderous action against his own mother was beyond Twilight's comprehension. Yet he had done it. He had killed her and destroyed her corpse. His own actions had destroyed his foalhood and put one the blackest marks on his soul. It was then only a matter of time until he succumbed to the ways of Red-Blood. It dawned on Twilight that there was no salvation for Magicon, despite Fluttershy's desperate pleading. He was just too dark and too dangerous. He had to be stopped.

She rounded a corner and saw her friends sitting together in the dim light of the oil lamps. Shining and Cadance were with them and they all raised their heads as Twilight approached.

She spoke firmly, "We have a problem."

"What is it?" Rarity asked.

"Magicon's escaped."

The reaction was of immediate surprise and disbelief amongst all the ponies.

"Are you sure?

"How did he escape?"

"Where is he now?"

"How could you let this happen?"

"Did you let him go?"

"What did he do to you?"

"Girls, girls!" called Shining, his voice rising above the girls questions. Once they silenced themselves he took a deep breath and said, "Look, I don't how Magicon got out and that's not the point. The point is that he's free and running around Equestria doing Celestia knows what. We need to get out of these caves, find him, and stop him by any means necessary."

"By any means?" Fluttershy worriedly asked.

"I'm sorry, Fluttershy, but this is the final straw," Twilight stated. "He's too dangerous to be kept alive. You must see that."

She shook her head, grounded in her belief in morality and fairness. Twilight simply shook her head and ignored Fluttershy. If she was going to be like that, then the least she could so was stay out of everypony's way.

"So, where is he?" asked Rainbow, stretching her wings, preparing herself for a rapid flight.

"I don't know."

"What do ya' mean?"

"I mean Magicon managed to take advantage of my sympathies, broke free, and escaped these caves. I don't know where he went."

"Wait, you went to see Magicon, alone?" Cadance asked, shocked.

Twilight lowered her ears in embarrassment, "I…uh, yes."

Cadance shook her head and Shining looked down on his sister. "I thought we all agreed: never see Magicon alone. He's too dangerous. And you disobeyed us and now look what happened. He took advantage of you and is now free."

"I'm sorry, Shining!" Twilight wailed in response.

"There, there, Twilight," comforted Pinkie. "It's not your fault."

"Yes, it is, Pinkie. Don't deny it. I made this happen and now we have more work to do. I'm sorry for all of you."

"It's alright, darling. We'll find him," comforted Rarity.

"Yeah, I'm ready right this second," proclaimed Rainbow.

"Then, let's get moving," Shining stated and began walking towards the exit.

"Shining, wait!" called Twilight. "There's something you all need to know."

"What is it, sugarcube?"

"Magicon is on the verge of…insanity."

"He's talking to himself again?" Shining asked quietly.

Twilight nodded and added, "More than that. It seems rather than just talking to himself, he's talking to ponies that aren't there and following their orders. He can't distinguish between who's real and who's not."

"That's a problem," Cadance lamented. "If Magicon can't distinguish between myth and reality, he may think we're all characters of his imagination, he may be harsher towards us, since he'll think we're just in his mind."

"Who cares? It's not like he was going to go easy on us anyway," Rainbow satirized.

"Dashie's right. Right mind or not, we gotta at least fight him and stop him," Applejack added.

An uncomfortable silence fell on the group as they each came to grips with the fact that stopping Magicon would require more than just restraints. It may just require a permanent end to his existence. It was something only half of them accepted, while the other half still hoped for a change in Magicon. They hoped for something good to still be inside that unicorn, though they realized that hope was quickly dimming.

"So, where to?" Rarity asked.

"The palace," answered Shining. "If I know Magicon he'll want to prepare himself for our arrival and get ready for the final fight."

"Then, let's go," boomed Rainbow as she flew down the cave towards the exit.

"Right, come on girls!" called Shining as they all chased after Rainbow, determined to find their escaped criminal.

They followed him as he chased Rainbow towards the nearest exit. They were silent as they ran, each concentrating on their hooves. They were still divided in their opinions about the fate of Magicon, but they didn't show it as they ran. Now was not the time for discussion, it was time for action. He had to be stopped before he hurt more ponies, they all agreed on that.

They found the exit and climbed up. They arrived in a small alleyway in the middle of Canterlot. Only the moon and a few nearby oil lamps afforded them any light. But they climbed out of the cave and rushed towards the palace.

They passed few ponies, most were asleep anyways, and soon arrived at the palace gates. Though sealed, they were easily broken with a quick spell from Shining Armor and the group charged through the gardens and into the entrance hall.

They found no guards, no servants, no ponies to speak of. It was as if the palace had been deserted. The only sign of life was the lit torches and chandeliers in the hallways. They slowed their pace and pressed further into the palace.

"Where is everypony?" Fluttershy asked.

"Well, we all know where the guards are, May they rest in peace," stated Shining. "But the servants may have fled, fearing for their lives. Who knows who's-"

He cut himself off as his ears perked up by the faint sound of crying. Turning in its direction, Shining followed the sound. The rest of the group heard it and quieted their hoofsteps as they walked, determined not to lose this pony.

They stopped just behind the opened doors to the Throne room.

"It's coming from in there," whispered Cadance.

"Should I check?" asked Rainbow.

Shining nodded.

"Be careful, Rainbow," warned Twilight.

"I will."

She silently flew towards the ceiling and hid behind the chandelier directly facing into the throne room. She returned within a few seconds, a softer expression on her face.

"It's not Magicon," she stated. "It's somepony I've never seen before."

"Is he or she dangerous?"

"It's a he and no. He's just crying in the middle of the floor."

"Hmm…" Shining puzzled and began to walk forward, only to have Cadance put a hoof on his shoulder.

"Wait, what if this is a trap set up by Magicon?"

"That's exactly what I'm thinking which is why I want to go alone."

"No way, BBBFF," Twilight chimed in. "I thought I lost you once. I'm not losing you again."

"We'll go together. Just the three of us," Cadance suggested with a nod from Twilight.

"Alright, I can't disagree with that," Shining replied and turned towards Twilight's friends. "Keep an eye on us and don't hesitate if something goes wrong."

"We will," replied Pinkie.

With a quick nod the three of them entered the throne room and saw the pony crying in the middle on the floor. Shining instantly recognized the pony and rushed forwards with Cadance and Twilight exchanging glances and running after him.

"Starry Skies, is that you?" Shining asked as he approached the sobbing stallion.

He raised his head, surprised by their presence but managed to respond with a simple nod. He began rubbing his eyes attempting to wipe the tears, obviously embarrassed.

"Shining? Is…that…you?"

"Yes, it is. Along with my wife and sister."

"Hello," Starry greeted the two mares. "I'm sorry…for the display…but I'm just very…emotional."

"What happened?" Cadance asked sympathetically as she approached the stallion.

"Well, it was…Magicon."

"He was here?" Twilight asked.

Starry nodded.

"How long ago?"

"Not too long ago. He was very rushed and angry."

"Starry, did he hurt you?" Cadance asked.

"Not physically."

"What did he do?"

"It's…rather private."

"You don't want to share?" Twilight asked.

"Maybe later."

"Well, where is Magicon now?"

"He's heading towards his mansion outside Manehattan. Why?"

"We need to help him," Shining stated.

"You mean…kill him, don't you?" Starry asked.

"We make no promises."

"Oh no, Shining Armor, please, I beg of you! Show mercy towards him! I know he's bad but there's still good inside him!"

"I don't see any good inside him and I don't want to. His time has come."

"Shining, no!" Starry cried as a rush of tears flowed down his cheeks. He pulled himself to Shining's hooves, practically clinging on to them.

"Let go of me, Starry," order Shining as he struggled to free himself from the grip of the hysterical stallion. "Get a grip, pony! I don't have time for your nonsense! You've been helpful but now we must go and stop Magicon."

He freed himself and turned back towards the main entrance with Cadance and Twilight exchanging glances and Twilight running up to her brother.

"Shining, we can't just leave him like this. Magicon did something to him. We need to help him."

"We don't have the time, Twilly. Our goal is to find and stop Magicon before he hurts more ponies."

"You're making this sound like another military expedition."

"And that's a problem?"

"And you don't think it isn't? Shining! Magicon isn't an enemy commander or something. He's just a dark and confused pony who's hurt you and me and Cadance and my friends. But Starry has a point. We must try and show mercy. We must be better than Magicon."

Shining Armor was silent for a few moments as he contemplated his sister's words. He sighed and looked at his sister with sympathetic eyes.

"We really don't have time to comfort Starry now."

"I wasn't suggesting we comfort him. I was merely suggesting that we follow what Fluttershy has been saying all along: be merciful. If Magicon has good in him, then we must pry it out and make him good."

"Twilly, I don't think you can force anypony to be good against their will."

"That's why we should try to make Magicon be good in accordance with his will. We need to change his will so he can be good again."

"That sounds absurd."

"Ponies do absurd things because it's the right thing to do."

Shining sighed and turned back to Starry Skies who as quietly sobbing as Cadance brushed his bane and coat, attempting to comfort him. Shining proceeded forward to the two and kneeled down to Starry. He extended his hoof and raised the crying stallions chin.

"Starry…I'm sorry for what I said. I was just angry to see Magicon hurt another pony, especially a good pony like you."

"It's…all right…Shining."

"Twilight has convinced me to change my heart. While I can't promise to be merciful with Magicon, I will do everything in my power to restrain myself and help Magicon. If there is good left in him then we must bring it out."

"Oh thank you, Shining! Thank you so much!"

"Will you be alright by yourself, Starry?" Cadance asked.

"Now that I know you guys will try your best to be kind, yes. Thank you for your kindness, Princess Cadance."

"You're welcome."

"Well, let's go," Twilight encouraged and the three nodded, bid their adieus to Starry Skies, and exited the throne room. They met up with the rest of the group just outside the door.

"Thank you," Fluttershy stated.

"For what?" Twilight asked.

"For what you agreed to do to Magicon."

"We make no promises, but we must try," Shining said.

"Well, come on! We're wasting time!" Rainbow boomed and took to the sky as she zoomed out of the corridor back towards the entrance hall. The rest of the group took her lead and galloped after her, running through the palace until they were outside in the moonlit night on the side entrance to the palace. Rainbow landed among them, with a determined expression on her face.

"Now what?" Rarity asked.

"Starry said Magicon's mansion was outside of Manehattan," Shining stated. "We better get a move on."

"How do we know where we're goin'?" Applejack asked.

"Yeah, it's nighttime and it'll be hard to find out where we're going," Cadance added.

"Oh you sillies, I can find anypony and where they live," retorted Pinkie happily.

"I'll create a magical tracker when we get closer to Manehattan so we'll be able to find Magicon. His magic is too powerful to hide. We'll find him, I promise," Twilight stated.

"Well, how do we get there in a hurry?" Rarity asked.

"I think I have the solution," replied Rainbow and flew towards the stables signaling the others to follow. Once they arrived they saw a few royal carriages just waiting to be used.

"Rainbow, you're a genius!" Twilight exclaimed.

"No, she's not. She's a pegasus," Pinkie chuckled.

"Come on! Fluttershy and Princess Cadance and I will hitch ourselves to the front and fly towards Manehattan. Everypony else get in," Rainbow ordered.

"You sure you can carry all of us?" Shining asked.

"We have to try, Captain."

"Then very good, Lieutenant." They saluted and Shining boarded the carriage with the rest of the group in tow as Princess Cadance and Fluttershy hitched themselves to the front of the carriage.

"Everypony ready?" Rainbow asked as she attached herself to the front. She received a unanimous confirmation and yelled,

"Ready, one, two, three, go!"

The three galloped down an open stretch of grass to build speed and wingpower and jumped into the air pulling the carriage behind them. They were on their way. It wouldn't be long now. The end was near. Whether it was the end they wanted remained a mystery.

* * *

They landed faster than he expected and he descended in a quick pace. The carriage had landed in the central courtyard past the gatehouse and Magicon could see the black silhouette of the mansion slightly glowing in the moonlight. Most of the windows were dark expect a few ones in the upper floors.

"One of them must be awake," he said as he walked towards his mansion. Montville was awaiting him. It hadn't changed and it wouldn't. He knew his loyal servants were here, and would be happy to see him. He just knew it. It had to be true.

He banged on the front door and only had to wait a few minutes before Littlemore opened it. He was dressed in his nightgown with weary eyes and holding a candle in his right hoof as Magicon entered.

Yet Magicon's sudden appearance wiped the tiredness from his eyes and he stared in at the unicorn in disbelief. His jaw dropped and he shook his head to make sure he wasn't dreaming.

"Ma…Magicon?"

"Yes, Littlemore. It's me. You're not dreaming. Assemble the rest of the household immediately and tell them to meet me in the parlor as quickly as possible."

"Yes, sir, but might I ask why-"

"I'll explain everything when everypony is assembled. Just give me a few minutes to do something and I'll be right with you and the rest of the servants."

"Uhh…yes, sir."

"Go, Littlemore!" Magicon ordered as he walked past him and began ascending the staircase.

As he watched Magicon climb the stairs Littlemore grew anxious. "Something's wrong," he mumbled as he began walking towards his own room to wake Fresh Mint.

As Magicon continued climbing the staircase he began his conversation.

"It won't be long before they arrive. They will do everything in their power to destroy me. I can't let that happen. I've come way too far to let it all end so quickly! They will all fall before I fall, even if I do. I may not be immortal, but I am still one of the most powerful unicorns in Equestria! I know things they'll never know! I know dark magic! I know how to stop, or at least delay them!"

He rounded a corner and opened an old wooden door leading to a long, spiral staircase. It was pitch black and Magicon ignited his horn for light. He climbed swiftly over the stone steps, his hoofsteps echoing through the tower that he was now climbing. His cape fluttered behind him as he ascended.

Once he reached the top he pushed open a large, creaky wooden door and lit a few candles in the otherwise pitch black room. Illuminated by the soft glow he could see that the room was untouched since he had last used it, whenever that was. He hadn't used this room in some time. Dust and cobwebs were quite prevalent and Magicon would've cleaned the room if he had time. Unfortunately he didn't and didn't waste any time as he walked over to the opposite end of the room where a closed book lay on top of a wooden desk and chair.

The room was small, but comfortable, filled with all sorts of weird and bizarre objects. On corner of the room was occupied by large globe, with Equestria highlighted in gold. In another corner stood a tall armoire containing various objects that suited Magicon's magical purposes. Still, another had a simple rocking chair with a small window that had a magnificent view of the grounds.

Magicon never used this upper room much, other than for two purposes: weather control, since it was the highest room in Montville, and light magic. Dark magic was reserved for the basement. Light magic reserved for the tower. However, the time had come to break that balance. Magicon had to do it if he was going to live.

He telekinetically brought a scroll, ink, and quill to his desk and began scribbling down words. He paid no attention to the rest of the world as he diverted all of his attention to his thoughts and conveying them on paper. In a matter of minutes he had a full wall of text, He didn't bother reading it over, he knew what he wanted to say and he opened the desk drawer and placed it neatly inside. He left it slightly ajar, just enough to provoke the curiosity of the one pony who needed to read it. He couldn't hand it to that pony; it just wouldn't convey the same message. It had to be this way.

As Magicon rose from the desk he heard the creaks of the door and saw Littlemore enter. He bore a solemn expression as he met eye-contact with the red unicorn.

"Magicon, what's going on?"

"I don't have time to explain."

"Please, tell me. I'm worried about you. Showing up at this hour, in such a rush? Something's wrong. What is it?"

"I'll tell you when the rest of the servants are ready."

"Do you not trust me, Magicon?"

"I trust you completely."

"Then tell me."

"I can't."

"Why not?"

"Because it's wasting time!"

"You're wasting time now by arguing with me. Just tell me, I beg you."

"No! I don't have to do anything you say! You don't know who you're dealing with! I'm Magicon: the Prince of Equestria and the Lord of Darkness!"

"Magicon?" asked a sweet feminine voice that appeared at Littlemore's side. Magicon immediately ceased his angry tirade with Fresh Mint's appearance. He lowered his head as he observed him with confused, yet sympathetic eyes.

"Yes, Fresh Mint?"

"What's wrong, my dear?"

He closed his eyes and his lips twitched ever so slightly. Her words were so clear and so caring. It punctured his very skin and layers of his dark soul into the tiniest part of his old soul. He felt lighter than any feather, yet heavier than any stone. He felt freer than a bird, yet more bound than any tree. His contradictions were only further conflicted by the darkness and purity of his soul, vying for control of him.

"Magicon, can we help?" Fresh asked with the tenderest and most comforting voice as she walked up to the unicorn, seemingly frozen in the center of the room. She put her hoof on his face and raised his head until they were at eye level. Her soft-spoken, golden eyes met his mysterious blue ones and an indescribable emotion was shared between them, if only lasting for a brief second.

Magicon gently pushed her hoof away and took a deep breath. He spoke softly,

"Yes, something is very wrong. I…don't really know how to say this…but I'm in great danger."

Fresh Mint managed to exchange the slightest glance with her husband but continued to focus on the red unicorn before her.

"You see…I think…I may be the greatest fight of my life. I mean…my very life may, no is, at stake."

Both were silent as they listened to Magicon, awaiting more from him. When he didn't continue Fresh Mint asked,

"Magicon, you think you may die tonight?"

"I don't plan to…but a group of ponies are on their way to stop me and overthrow me. I very well believe they're coming to kill me."

"Oh, Magicon," sympathized Fresh as she embraced the unicorn in a tight hug. Littlemore stepped further into the room, not wanting to see his master and friend suffer.

"What do you want us to do?" he asked.

"Nothing," Magicon replied.

"Nothing?"

"Nothing."

"But surely, you don't mean-"

"But I do."

"But, why?"

"Because you two, Garden Hedge, and Trim Tam have done so much for me already. This is just too dangerous for me and I would never live with myself if any of you were killed while trying to defend and protect me."

"Can't we hide you somewhere?" Fresh asked.

Magicon shook his head. "I must face them alone. I will stop them. You guys run and hide and take Garden Hedge and Trim Tam with you. I can't risk having you guys be seen or heard. Celestia knows what they might due to you if they discovered you still trusted me and liked me."

"Magicon, why would they think that?" Littlemore asked naively.

"Because I've done some very bad things to them. Because I am a very bad pony."

"Magicon, you are no such thing," comforted Fresh.

"No, Fresh. I know you guys love me, but it's time to face the facts. Look at my past, look at what I've done, both before my ruling and during. You guys know about Red-Blood and the ponies after him. You guys know how I came here and what I did. You guys know what I did to the princesses. You guys know everything."

"No, Magicon. We are your servants. We live to please you," Littlemore stated.

"Don't give me that crap! I know you know! You may still love me, but I can't afford letting anypony else get hurt, especially you of all ponies! Leave and hide! Save yourselves and leave me! I must be alone to do this!"

"But, Magicon, we-"

"Leave!" Magicon boomed and sent out a huge wave of magic that sent Littlemore and Fresh Mint flying out of the doorway, tumbling down the stairs. They landed at the bottom with a loud thud and heard a loud slam and lock, a clear sign that Magicon had locked himself in, intending to fight to the death.

They glanced at each other, unsure of what to do next, but they had to do something, anything. Magicon's life was at stake and they had to do something for him. It wasn't because of service; they had moved past that point. It was because of love. They loved Magicon like family and he loved them the same.

"What do we do?" Fresh asked.

"Get the others," answered Littlemore. "We'll figure out once we're together. After all, Magicon is more than our master. He's-"

"Family."


	45. Chapter 44

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 44**

Once Magicon was alone he locked his door and turned to his desk.

"I'm sorry, guys," he lamented as he thought about Littlemore, Fresh Mint, and the others that were probably waiting at the bottom of the stairs completely concerned about him.

"They're good ponies. I can't afford to let anything bad happen to them. I've already hurt too many ponies. It's too late for me to change, but it's not too late to protect my 'family'. I already lost my 'real' family. But these four are my real family. I wouldn't be able to live with myself if they died while I lived. I can't bear that! I won't bear that! They'll be safe, even if that means I die! But I don't plan on that happening. Shining, Cadance, and all of them will die before me! I will see to that!"

He turned his attention back to his desk, but didn't bother sitting down or opening any spell books. He knew what he had to do to gain an advantage against the impending mob.

Turning toward the window he gazed over the darkened mansion and grounds. Few lights were glowing, only a few candles in some windows; otherwise the entire mansion was dark. A few clouds lazily drifted in the sky, illuminated by the pure white of the moon. Its light streamed down from its heavenly perch and struck against the tiles of the roof and cascaded down the turrets and roves, flowing smoothly and effortlessly onto the ground. The moon had done this countless times, raised by its true master who lay in a tomb, forever silent.

"Yet I continue to visit you," Magicon heard in his head in Luna's calm voice. He closed his eyes and gritted his teeth, attempting to banish her from his mind.

"You're not wanted," he hissed as he tried pushing her out.

"You can't get rid of me that easily," she teased.

"Want to bet? I killed you easily. I can banish you from my mind."

"You may have killed my body, but you can never kill my soul. It will always haunt you for what you did to me and my sister."

"Leave me alone!" he roared and shot a random spell where it crashed against one of the stone walls leaving a black burn mark in its wake. Magicon opened his eyes, panting, and examined the damage. He didn't care too much though; what mattered was the disappearance of Luna, a great relief to him.

Turning back to the window Magicon scanned the skies and grounds for any moment. There was none; what kind of movement would there be at this late of an hour near a remote mansion?

"Come on, Magicon. Enough of this mental nonsense! You're running out of time! The time is now for action, not mental comprehension! Get to work!"

With that boost of confidence and drive Magicon turned his attention to the few clouds lazily drifting in the sky. His horn began glowing and a faint, barely visible, magical aurora surrounded the clouds and with an outstretched hoof Magicon began slowly bringing them directly above the mansion. They moved slowly, yet deliberately, like an advancing army. As they moved closer, Magicon began combining them into a larger cloud. He made circular motions with hooves to blend the clouds together which slowly melded, sharing their contents with each other and losing their individuality to become one big mass of a cloud.

Magicon could tell his magic was working. The cloud was becoming larger, denser, and heavier. It swirled slowly over the mansion and Magicon gazed up at its immense size as it blocked out the light of the moon, cascading the mansion and its grounds in complete darkness. He continued to blend the clouds into one and expand the growing cloud that was becoming its own system. He put more effort and magic into his task and felt the cloud respond. As it continued to grow Magicon turned back to the armoire in the corner of the room.

He opened it and reached for the highest shelf, pulling out a silver bolt of lightning. It was cold and metallic to the touch and Magicon quickly rubbed his hoofs against as a quick cleaning measure. Its reflection was as pure as a mirror reflecting the light of the room. Magicon smiled and returned to the window.

With his horn still glowing Magicon began a spell, a special spell that he had only used a few times before, yet knew it by heart.

"I call to the sky to make my plea. I call to the sky to hear me. Listen! Listen and hear me! A great cloud hovers over the land awaiting orders for its master plan. Through the earth, sea, and sky I summon thee to come fourth and obey me! Let this great floating mass be filled with the voices of a thousand angry souls. Let this great cloud have more goals. Let the waters of the sea be summoned. Let them be drenched with special glee. Let darkness rise and shroud all so that none may stand tall. And with this silver bolt I give to you, I command that you take it and see it through! Tempestatis procella magna voco!"

The great cloud responded immediately just as Magicon released his spell. All of a sudden, a loud crack of thunder boomed over the mansion, making even Magicon jump. Seconds later the winds banged at the exterior walls and windows, uncontrollable and unrelenting. Lightning flashed intensely, illuminating the mansion in less than a second and the rains fell upon the land in unrelenting torrents.

The spell had worked perfectly. But Magicon was not satisfied.

"I created a powerful storm. Great. But a powerful storm will not suit me needs completely. An evil storm is what I need."

Turning back to his armoire he pulled out a weather spell book. Flipping towards the end Magicon skimmed pages, looking for his own scribbled in notes. Of course, the weather book didn't contain any spells for evil storms. Magicon had applied Red-Blood's evil techniques to weather-making and he wrote it down in this book.

"Ah, here we are," Magicon stated as he landed on the page with his own hoof-writing. He read through it, mumbling the words silently to himself.

"Well, I already have the storm," he stated as more thunder and lightning clashed against the mansion. "All I need is some dark magic. I think I know where I can get that," he smirked.

Returning towards the window, Magicon began to build up dark energy. He thought dark thoughts: his murders of the two princesses (a thought which brought a smile to his face), his control of Equestria, the capture of Shining Armor and Twilight, and punishing the guard. He allowed the thoughts and emotions to course through his body, allowing himself to be lost in them. They filled him up with hatred, vengeance, passion, and power and when he felt he was at his most powerful, Magicon let out a blood-curdling scream as he shot his dark spell at the center of the storm.

The force of the magic knocked Magicon off his hooves and he rushed to get back just in time to see the faint outline of his dark magic reach the center of the storm as it flashed against the lightning. It entered the storm and Magicon waited as the magic merged with the storm and began its transformation. Magicon didn't even know what it would do to the storm, if anything. He had never truly tried it, but he hoped it would be for his purposes.

With the hope that the storm was providing a suitable defense Magicon was free to concentrate on other important matters; like the ponies who anxiously waited for him at the bottom of the tower. Sighing, Magicon turned back to the door, unlocked it, and slowly descended the stairs. As he opened the door at the bottom he was surprised to find that neither Littlemore nor Fresh Mint were present.

"Funny. I thought they'd be here, worried sick." He looked down both hallways and saw nopony. Lightning continued to flash through the windows and thunder boomed overhead. It boomed quite loudly, in fact. It rattled the mansion and objects trembled from the intensity of the sound. Magicon did admit that it was loud, but not unbearable. If all went well, it would suit his needs.

Heading down the hallway towards the main entrance Magicon kept his eyes peeled for anypony to appear.

"Littlemore? Fresh Mint? Harden Hedge? Trim Tam? Anypony?" he called as he entered the entrance hall. Lighting and thunder were his only answers, both echoing throughout the main hall.

He descended the stairs, keeping an eye for anypony. Only a few candles and the storm outside were his company. Once he reached the bottom of the stairs he only saw a few candles dimly illuminating the hallway. That same was true as he glanced into the parlor and morning rooms. He returned to the center of the entrance hall and looked back up at the top of the staircase.

He blinked a few times, swearing he saw a figure of a pony. Then a giant flash of lightning illuminated against the pony, causing to Magicon jump. For that brief instant that lightning flashed he saw the image of Nightmare Moon at the top of the stairs. Yet the next flash, which followed the first one by a few mere seconds, showed no sign of that pony.

"Go away! I don't want you!" he shouted to the pony, only then realizing he was losing his senses. "Calm down, Magicon. Your eyes are deceiving you, that's it. It's just a simple trick, probably from being too tired."

"Is it now?" whispered an instantly recognizable voice that made Magicon jump, scream, and twist about. Looking where the voice came from, the lightning illuminated the pure white coat of Celestia. Yet in that brief second of clear illumination provided Magicon a chilling image. It was Celestia before him, yet it was her dead corpse before him. Her mane was bloodied, a red and black hole right over her heart and with a smile that scarred even Magicon. It was beyond demented or insane; it was other-worldly.

Magicon blinked many times, trying to convince himself that it was a trick of his eyes or the light. But despite his best intentions the flashes of lightning and clashes of thunder continued to show the demented image of Celestia. It wasn't just an image; it was a living pony. With each lightning strike she took a step towards to Magicon who scrambled backwards to avoid her. The wound only worsened as he tried to avoid her, spilling blood further onto her coat and the tile floor.

"Stay back!" warned Magicon, sounding more like a panicked plea rather than a warning. He suddenly backed into the staircase and was too scared to turn around and climb up. He felt like he was pinned to the stairs by some supernatural or unnatural presence as Celestia approached him. He cringed and turned his head from her as she stopped in front of him and gazed down at him.

"Look at me!" she yelled. Her voice was just as loud as the thunderstorm outside, making Magicon yell and whimper as he very reluctantly looked at the bloodied alicorn.

"That's better, Magicon."

"What…do you…want with me?" he asked like a frightened colt.

"Your soul."

"My…soul?"

She nodded as the storm continued to rage outside.

"But…but…why?"

"Well, for your death obviously."

With those words fear left Magicon and an inner fire was ignited. He no longer felt scarred, rather he felt argumentative. His soul was his and we wasn't going to give it to anypony no matter how much they wanted it or how hard they tried to take it. He gulped and managed to look past the wounds and blood, directly up at her and lowered his eyebrows.

"No," he retorted with a determined voice.

"Ha! I knew you would say that. That's why I brought some friends."

"Fr…friends?" the returning fear was dousing any strength in him.

"Don't tell me, you didn't miss me," said Luna as she stepped beside her sister. Unlike Celestia which had a central wound Luna only a simple red line around her neck with a few lines of blood trickling down. She still, however, bore the same crazy expression as her sister.

"You'll…you'll have to do better…than just your sister."

"How about your mother?" asked a voice that passed through Magicon, as it were a ghost. Her voice sent the worst fear to the very bottom of Magicon's soul and he looked around ludicrously, looking for her.

"Mother? No…no…No!" he yelled as she appeared next to Celestia. She wasn't bloody or crazy; her face was clam with the subtle look of disappointment.

"Magicon…how could you?"

"Yes, Magicon how could you?" the princesses echoed.

"I…did what…I had to do."

"You mean you did what you were told to," reminded Celestia.

"Plus, you wanted to do it. Don't think we didn't see your malicious smile when you committed your atrocities," Luna added.

"I…I…"

"You what?" Celestia asked, somewhat menacingly. "Did you expect that killing us would remove us forever?"

"Well, we don't work like that," Luna answered.

"But…but…" Magicon tried to say, making quick glances between the two princesses. He then gazed at his mother, with the words 'Help Me' written all over his face.

"Son…I can't," she lamented.

"But…but…"

"I can't, Magicon. You've crossed the line."

"What…line?"

"The line between right and wrong; morality and immorality; good and bad."

"I'm…I'm…a good..."

"No, you're not, Magicon," Celestia retorted. "You've always been bad since your youth and Luna and I were fools for believing you to be a good pony."

"We won't be making that mistake again," Luna commented.

"In fact we won't be making any mistakes once we have that precious soul of yours," Celestia grinned. The smile made his heart sink lower than ever before and for the first time in his life Magicon felt truly scared for his life.

Here he was: a helpless unicorn at the foot of his stairs in his own mansion, his own home, his safe haven, his sanctuary. He was going to be consumed by the very things he had destroyed. Whether by accident or on purpose, they were here in front of him refusing to help him and prepared to take his soul. It was all over. He felt himself on the very cliff with an endless abyss and its gaping hole one gentle push away. Its endless pit smiled at the chance to take him and his soul. He felt the worst chill course through him and violently shuddered. It was over.

As the three closed in Magicon closed his eyes and curled up, still trembling. He could no longer ignore what was about to happen to him. He could feel his soul detaching from him, slowly rising through his body, edging closer to the ponies looking over him with merciless faces. He braced himself for the final break.

Yet it didn't come. Suddenly the chill disappeared and Magicon felt something warm stroking his mane. Opening his eyes and raising his head he was amazed to see none of his visions, but a concerned Fresh Mint looking over him, her sweet and gentle eyes conveying all the comforting feelings in Equestria.

Littlemore stood right next to her with a half-concerned, half-sympathetic face. Garden Hedge and Trim Tam stood nearby with worried looks on their faces as well.

"What, what-" he tried to ask when Fresh Mint put a hoof to his mouth.

"Hush now, quiet now, Magicon," she whispered sweetly in a lullaby fashion as she continued stroking his mane. "Whatever you saw, it wasn't real."

'Yet, it was' he thought.

He remained curled up with Fresh at his side. His trembling subsided and he calmed down thanks to Fresh's gentle stroking and sweet voice. He became oblivious to the intense storm outside.

She continued comforting him as the three looked on. Magicon appeared to calm down, like how a frightened colt calms down in his mother's arm after a nightmare, and they let out a tentative sigh.

"What do you think happened?" Trim whispered to Garden Hedge.

"No idea."

"He had a terrible hallucination," stated Littlemore approaching the two other servants.

"Hallucinations? When did he start having those?"

"I'm guessing ever since he took power. I mean look at him, does that look like the same Magicon we know? Does that look like our master? Does that look like the Prince of Equestria?"

"Littlemore, hush up!" scolded Fresh as she glared at him while he, red with embarrassment, mumbled,

"I'll just…uhh…go make…some tea. Yeah, tea," and headed towards the kitchen checking over his shoulder to make sure his master was alright.

Magicon remained at the foot of the stairs, Fresh Mint right beside him, gentle caressing the unicorn. He seemed to be in a state of limbo, neither fully conscious yet not unconscious. He was further away from the real world, almost in a dream-like state. The voices were muted and indiscernible and the flashes of lightning were dim and subtle. He felt removed and yet he felt sheltered.

He felt safe with Fresh right next to him. He was protected; nothing could harm him with them here. His family was here to care for him and that was all he needed.

* * *

They watched over him, ignorant of the storm raging outside. They all knew that Magicon had cast it and they knew that they would not be harmed by it. Magicon, though very different, still had compassion for the four of them. They could tell that. What they couldn't tell is why Magicon was here now and why had he created this storm? They wanted and needed answers, yet Fresh's desire to shelter the unicorn prevented any questions from being answered.

The three continued exchanging worried glances and at Magicon as they listened to his calm breathing. Trim took the initiative and quietly walked over to the two of them and asked in a hushed voice,

"Is there anything we can do?"

Fresh shook her head. "He's too stressed. Something happened. Something very bad and it's messing with his mind."

"Has this happened before?"

"Yes, but never like this. I've never seen him in this sort of hysterical state."

"He doesn't seem like the pony who would go into desperation," Garden stated as he joined the conversation.

"We can never truly know a pony that's so secretive. It's amazing we got to know what we did," Trim said.

"Both of you stop it!" Fresh scolded. "You're both sounding as if he's dead. Magicon is not dead for Celestia's sake and he's certainly not going to die anytime soon. He is a good pony. The good ponies never die young."

"I thought the saying was-ouch!" Trim gasped as Fresh hit him on his side with a good amount of force, obviously not wanting to hear the common saying about good ponies.

"Look. We don't know what happened to Magicon and there's only one way to find out. We'll have to ask him," Garden suggested.

'I don't want to ask him because I don't want to throw him into hysterics again," Fresh stated.

"I understand that, but I don't think we have a choice. If we're going to help him he needs to be honest with us."

"But, what if he doesn't want our help?" Trim asked.

They all fell silent after that question, struggling to find a suitable answer. Only the clasps of thunder and Magicon's calm breath were audible. Then they heard hoofsteps approaching and they all turned their attention to Littlemore who slowly trotted up to the group with a tray carrying a teapot and five cups. Despite his growing age Littlemore still managed small feats of strength, such as this.

He set the tray down near the group and Garden Hedge telekinetically poured tea for everypony, including Magicon. They all took their cups, with steam slowly rising out of them, and sat in silence looking at each other and at the red unicorn. None of them partook in their beverage; they just sat there awaiting Magicon, as if he would rise any second and direct them about like past days. But Magicon remained in his quiet slumber, motionless as the rest of them sat near him.

Finally, Littlemore broke the silence by whispering, "Should we move him to a couch or bed?"

"He's resting now. I don't think we should wake him," Fresh suggested. She had ceased stroking Magicon's mane, believing that he had fallen asleep.

"Well we can't just leave him here," Trim stated.

"Why not? He's not hurting anypony."

"Yet," Garden chimed in.

"Hush your mouth!" scolded Fresh. "You all should be showing kindness and compassion towards our master, not distrust."

"Not to sound rude, but to put it bluntly, Magicon hasn't exactly been the friendliest and kindest of ponies around."

"But he hasn't been the harshest," stated Littlemore. "True, he has very odd habits and is very secretive, but we know more than most. Nopony in Equestria knows more about him that the four of us."

"Why does anypony need to know about his private affairs? Magicon is entitled to them just like everypony else," said Fresh.

"Yes, but what if those affairs harm others?" asked Trim.

"What are you suggesting?" asked Littlemore.

"All I'm saying is that Magicon has been acting very odd ever since he got back. I mean he's been on edge, kind of delusional, and now chaotic."

"Trim does have a point," conceded Garden. "Something is very wrong with Magicon. He needs help before he hurts someone or himself."

Fresh and Littlemore exchanged glances, remembering their conversation with Magicon earlier. He was so stressed, so distraught, and so scared. He feared for his very life and they had no idea whether he was actually in danger or just hallucinating. Both of them were very concerned with Magicon, but neither one knew what the unicorn was thinking or doing. They didn't know if they could believe him. But they couldn't ignore him and his statement. Realizing this she nodded and Littlemore looked at Garden Hedge and Trim Tam.

"There's something you both need to know."

"What?"

"It's about Magicon. When he arrived here earlier he rushed to the top of his tower and Fresh and I followed him. Well, we found him very busy and he said something rather worrying. He said…he said…"

"He said that he may die tonight. There are a group of ponies after him and may kill him," Fresh Mint finished.

Garden and Trim exchanged glances, both wearing very concerned faces. Neither one knew what to make of it, so they asked.

"What does it mean?" Garden asked.

"What do you mean?" Littlemore asked in response.

"What I mean is, is Magicon actually in danger or is something wrong with his head?"

"I think he thinks it's real and that's all that matters," answered Fresh.

"As long as we make sure he's safe and out of harm's way, whether that harm is real or not," added Littlemore.

"So, should we prepare for these so-called ponies?" asked Trim.

"I think Magicon took care of that," answered Fresh as they all looked out the windows to the raging and howling storm surrounding the mansion.

"I'm surprised it hasn't torn the roof off this place," remarked Garden. "Celestia knows what it's going to do to my gardens."

"Be thankful you have your life," Littlemore stated. "Besides Magicon probably made sure that the mansion wasn't going to be damaged form the storm."

"Well, given the intensity of it, I don't think anypony will be able to reach us," stated Trim.

"Let's hope so and let's hope it's only in his head, because if it isn't, we will never know how this will end. And that's what I fear the most," Fresh said.

"That's what we fear too," added Littlemore.

"And that's what he fears the most," finished Garden.


	46. Chapter 45

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 45**

They traveled faster than they thought and covered more sky than they calculated as the closer they got to Magicon's Mansion. They didn't know exactly where it lay, but they had to try and find it. The more time they spent trying to locate it or wait until morning, the more time Magicon had to amass his power and prepare for their arrival. He may be just able to defeat them and they were scared of that thought, much less the thought of what would happen to Equestria should they fail.

But they didn't plan on it. They had all been hurt in some way, shape, or form and all, to some extent, wanted revenge or justice. Even humane Fluttershy couldn't deny her bitterness of Magicon's deception to her regarding her friends. They all were driven and they would find him and stop him before it was too late.

"How are you guys holding up?" Twilight called to the three mares pulling the carriage, her mane blowing in the wind and her voice barely audible.

"What did you say Twilight?" Rainbow yelled back as she managed to see the purple unicorn out of corner of her eye.

"I said, how are you guys holding up?" she shouted.

"We're managing! Can hardly see anything though! These clouds are getting thicker!"

"Well, best of luck!" Twilight encouraged, regretting that she was unable to help them. She knew very little about pegasus flight and only hoped they had a sense of direction and would get to Manehattan soon. She climbed back inside the carriage and closed the window, the winds still howling around them.

"I feel so bad," she regretted. "I mean, the three of them are really toughing it out and I feel so helpless to just sit here."

"We all feel that Twilight," Rarity sympathized, "But there's nothing we can do. We have to trust that they know what they're doing."

"Yeah, it's not like we can just grow wings," Pinkie commented.

"Twilly, look at it this way: they're doing their service to Equestria by getting us to Magicon quickly. If it weren't for them we would be having a much harder time reaching him and being able to beat him."

"Don't say things like that, BBBFF. We'll beat him."

"I can only hope; Ah!" Shining let out a loud yell as the other girls in the carriage screamed as a thunderous crash rocked the carriage, sending all the ponies to the floor. Lighting suddenly flashed around them followed by loud crashes of thunder, causing the carriage to shake and divert left and right.

"What's going on?" Applejack asked as she attempted to straighten her hat in the now rocky carriage.

"Well, it looks like we got caught in a thunderstorm," replied Rarity before another loud crash made her jump.

Rain suddenly pelted the windows of the carriage with such intensity that they sounded like small nails and shards being driven into the sides of the carriage.

"Oh this is not good," Shining stated. "We need to ground now before we're shocked out of the sky by lightning!"

"Ah agree with Shining. Ah'm not letting my Dashie get hurt again."

"This doesn't make any sense," contemplated Twilight, "I was just outside mere moments ago and it wasn't great, but it definitely wasn't a thunderstorm. And now suddenly we're in an intense one."

"It doesn't matter whether or not it makes sense! We need ta land now!" Applejack commanded and ran to the window.

"Applejack, don't-" cried Rarity, but it was too late as Applejack forced the window open. The rain immediately pelted everypony inside the cabin and their manes blew everywhere thanks to the intense wind. Worse still was that Applejack was sucked right out of the window, screaming for dear life as she was pulled further away from the carriage.

"Applejack!" they screamed as she was sucked into the storm. They lost sight of the screaming earth pony within seconds, unable to do anything as the storm continued to shake them. The wind tried to pull them out of the carriage but they held to the seats and walls inside as Shining rushed to the window and scrambled onto the roof.

The wind howled and screamed against him like nothing else before. Even the winds of the Frozen North weren't this bad. He clamped his hooves to the roof of the carriage and lowered his head and body to try and steady himself as the carriage shifted back and forth from the wind and rain. Lightning flashed all around him, blinding him, and thunder crashed against him, practically making him deaf. Worse still, the rain pelted like hail and ice and was unbearable. His mane blew around furiously, practically detaching itself form his body and he swore he was going to be torn to pieces by this incredible storm.

He covered his eyes with his hooves, yet managed a small peak to see the three lead ponies struggling in the storm. Fluttershy was barely flying, her wings half their normal size, the rest bunched to her body out of fear. He knew she was crying, even if he couldn't see it. Rainbow Dash, despite her best efforts, was struggling to level the carriage. She kept veering to the left and right and yet sometimes jumped when a lightning bolt flashed near her or thunder crashed nearby. Worse still was Cadance who was trying to conjure some sort of spell while trying to fly. He knew they would be deaf to his voice and any others. He felt himself going deaf due to the intensity of the storm.

Yet, he knew what he had to do. Their lives depended on it. Dipping into his magical reserves his horn began glowing and he began creating a small sphere that slowly expanded to encompass the entire carriage. Suddenly the rain stopped, the thunder ceased, and the lightning made no impact on the carriage. Looking up Shining saw that his signature shield was working properly. The storm raged outside but on the inside the weather was normal. All he could hear was the sound of the pegasi flying. Yet they were slowing down and looked around in confusion as to what happened.

Cadance immediately knew the spell and turned around and here heart nearly stopped when it landed on Shining. She immediately motioned the other two to look back and land, which they did in a matter of seconds. Yet the landing was rough and uneven and they bounced around before finally coming to a stop. The wheels smashed under the weight of the carriage and it was heavily damaged on the bottom and sides from the storm and the landing. Shining was thrown from the carriage but quickly got up and ran to the damaged transport.

Once grounded he expanded the bubble for the rest of the group to occupy who quickly escaped the carriage to regroup.

"Everypony alright?" Rarity asked.

"Wait, where's AJ?" Rainbow asked worriedly.

"She…well…umm..." Pinkie mumbled.

"She was sucked out of the carriage by the storm," finished Shining.

"What!?" raged Rainbow in shock and immediately began to take to the sky before Twilight grabbed her tail and prevented her from flying away.

"Rainbow Dash! Stop it right now!" she gritted through her teeth.

"I need to save my AJ!" she yelled trying to pull away from Twilight's mouth.

"Not in this storm you're not!"

"Are you crazy, Twilight? My AJ is being tossed around like a ball in this storm! She'll die! She might be dead already!"

"But we can't lose you too, Rainbow," Pinkie stated. "There's no point in going out in the storm by yourself when you have no idea where she is nor do we have any idea where we are."

"Let me go!" Rainbow roared yet Twilight would not let her go. She continued to struggle and argue with her friends over her lover while Cadance and Shining reunited.

"I hope you're okay," he said.

"I'm alright. That storm was rough on all of us."

"You more than me."

"I'm just glad you were able to cast a shield."

"I don't know how long it'll last so don't rely on it."

"It's better than having us fall from the sky."

"True, but thank Celestia you're safe." He kissed her and she returned it and they hugged out of safety for a few moments before Cadance shied away.

"What's wrong?"

"This just…doesn't feel right."

"Oh…"

"Oh no, it's not that Shining. It's just…look, we need to find and save Applejack before it's too late."

"I agree, but that's not what's bothering you."

"It's nothing."

"It's something. Tell me."

"I shouldn't have kissed you just now."

"Oh…I'm sorry?"

"No, Shining, it's just…I'm not ready."

"But I thought you forgave me."

"I did, but that doesn't mean I really want love and affection right now. There's too much at stake."

"Are you afraid?"

"Of course I am. Magicon is insane and has done terrible things. We need to stop him, but-"

"But you're scared of facing him again with me at your side because of what he might do to me or you to affect either one of us."

"Well…yes."

Shining fell silent and tuned away from Cadance, thinking. He wasn't even sure what to think or how to think it. He knew he loved her and he knew she loved him, and he knew they couldn't avoid Magicon. They had to face him, together. Yet, it felt uncomfortable and not quite right. Something was out of place and Shining could only guess it was the doubt that Magicon had cast on both of them.

Turning back to Cadance he stated, "Look, we'll talk about this later. Just to let you know, I still love you. But our friend is out in that storm and her lover is desperate to save her. If we're going to stop Magicon we need to find Applejack and fast."

Cadance simply nodded and went back to the front of the carriage while Shining joined the arguing girls. Rainbow was still desperately trying to escape but Pinkie and Twilight were holding on to her tail while Fluttershy tried to calm her by hovering next to her.

"Come on, Rainbow. You need to be reasonable. We'll find her once this storm lets up."

"It'll be too late for that, Fluttershy! My AJ needs me now! She saved me too many times and now when I need to save her you all won't let me! That's not fair!"

"Rainbow, there is no point in you going in that storm. You'll be killed!" warned Twilight.

"I don't care! I want my AJ!"

"Well, we care! And we don't want you killed!" yelled Pinkie.

"If you go there's little chance of you or AJ returning and then we'll be that much weaker to fight Magicon. How would you feel about that, Element of Loyalty?" Twilight asked.

Rainbow suddenly stopped resisting her friends and simply hovered above them. She gazed out at the storm which blew violently against the shield. She wanted to find her best friend and partner but she couldn't abandon her friends, especially when they needed her in a time like this. She let out a heavy sigh and landed with Fluttershy at her side, trying to hide her tears. Pinkie and Twilight released her tail and she turned away from them.

"I'm sorry, Rainbow. It's for the best."

She made no response other than the silent tears streaming down her face. The other girls huddled around her and attempted to comfort her. Shining remained outside the group looked up at the storm outside his protective sphere and at his wife. He beckoned her over and motioned for her to join the others.

He cleared his throat before he spoke. "Listen, girls, I have a plan. It's obvious that we can't just stay here while this storm rages on outside. But we also can't just leave one of our fallen beside, especially since we don't even know where she is. That is why I'm suggesting we stick to the ground and stick together and begin searching for Applejack. It's not easy for me and it won't be easy for you. But I don't know when this storm will let up and if we wait until it does, well…the worst might've already come to Applejack. I would…never live with myself if that were to happen, so let's not make it happen. Everypony, get moving. We've got a long ways ahead of us."

The girls smiled at Shining, but turned back to Rainbow. It was ultimately her decision and her guidance that would lead them to find Applejack.

"Rainbow?" Fluttershy asked.

"Yeah?"

"Do you think you can find Applejack in this storm?"

"I know I can."

"That's good," Shining interjected. "But we have to do this safely so listen up. Rainbow, you'll lead the group and attempt to find Applejack. If anypony knows her, it'll be you. Pinkie and Rarity, you two will help. Twilight, you and I will use our magic to move the shield as we move. We're abandoning the carriage; it's beyond repair anyway. Cadance, just keep an eye out for anything that Magicon might've set up for us. Look for the mansion if you can. Everypony understand?"

"Umm…Shining Armor…sir…what about me?" Fluttershy asked.

"Oh sorry, Fluttershy. You…well…umm…keep an eye out for woodland creatures. Yeah, see if they can tell us where we are and if they know where Applejack is or where Magicon's mansion is located."

"Ok."

"Listen, everypony. I don't know how much of a chance we have of accomplishing either goal but we've got to try. So let's move!"

Everypony nodded and began walking towards the edge while Twilight's and Shining's horns began glowing and moving with the rest of the group. Their shared magic made the task much easier and both were able to converse while they walked.

"Twilly, there's something wrong with this storm," he whispered.

"What do you mean?"

"Can't you feel it?"

She put a hoof to her chin in contemplation and after a few moments she could only venture a guess. "Well, now that you mention it, this storm seems stronger than a normal one."

"Exactly. And how often do storms occur in the middle of winter, especially of this intensity?"

"Very Rarely."

"Exactly. So what I'm saying is-"

"That this is no normal storm," Twilight finished.

Shining nodded. "I think Magicon is behind it. It's very powerful, very dark, and dangerous. When I was on the roof I swore it tried to knock us out of the sky."

"Magicon knows were coming. If this is his own creation, then we're getting close." She looked up at the storm outside the sphere, watching the streaks of lightning flicker against the black clouds. She couldn't hear the rain or thunder, but she knew it must be intense to anypony or any living creature. She only hoped that nopony was out there, other than Applejack.

Applejack. She worried about her just as much as Rainbow did, who was practically running ahead of the rest of the group. They all wanted to find her and hope for the best, because the worst was very much possible.

"Shining, do you think we'll find her?"

"We have to."

"But-"

"No 'buts', Twilly! We will find her. She's out there somewhere."

As the two conversed the rest of the girls continued moving forward. Rainbow was on the edge of the shield, practically ready to bolt out of it into the maelstrom. Rarity and Pinkie did their best to restrain her, but kept a quick pace. Fluttershy moved about the shield looking for any buses or tress that they passed and talk to woodland creatures to no success. Cadance simply trailed them were her head hung low. Rarity managed to see this and slowed down to walk with her.

"How are you feeling?" she asked.

She looked at Rarity with heart-broken eyes, conveying all her feelings and emotions with those simple eyes.

"Oh, I see…" Rarity fumbled. "Well, if there is anything I can do for you let me know. If you ever want to talk or something I'm right here." She began moving forward before Cadance said,

"Wait."

Rarity stopped and turned back to the alicorn who walked up to her. The two walked together a few moments before Cadance spoke.

"I've lost him."

Rarity waited and listened, assuming Cadance would continue. When she didn't she looked at her and asked, "What do you mean?"

"What I mean is I fear he is no longer mine. That even though he doesn't like Magicon I feel though he doesn't love me the same as he used to."

"You mustn't say things like that Cadance."

"I know, but I can't help it. My feelings are just like that. My heart is telling me that he has changed his feelings toward me."

Rarity waited a few moments before speaking, knowing the delicacy of the alicorn and her husband.

"Cadance, Shining still loves you. And you must still love him enough to forgive him for his actions. It'll be hard going forward but that's what'll make you and him strong as a couple: your ability to stick together. If Magicon wasn't able to break your bond then nopony will."

"But what I fear is this going to be a theme throughout our marriage? I mean I was imprisoned and Shining nearly married a changeling and now Magicon had an affair with my husband. I fear what'll be next."

"You can't worry about what's next. Nopony knows what lies around the next turn; you just have to take it and be able to overcome it. As the saying goes these things are sent to try us."

"I wish they would try somepony else," Cadance mumbled, yet Rarity was still able to catch it yet made no comment.

"Look Cadance," she continued, "I said my piece and I'm always here for you. But you must be strong and faithful. Shining will come around. He's probably too emotional as it is to deal with it so he's just trying to avoid it. Not the smartest plan if you ask me, but whatever."

Cadance sighed and lowered her head as they kept walking. Rarity stroked her mane and walked alongside her in silent for support. They were oblivious to the raging storm outside and Fluttershy's mad dashes around the sphere to find critters and talk to them, trying to gather as much information as possible from them.

As the group moved the shield moved with them and fallen trees and scattered bushes crossed their path, completely destroyed from the sheer intensity of the storm. Some were smoldering, victims of lightning strikes. Others were just knocked down by the high winds, their branches rattling violently against the wind. Yet when they crossed into the shield all was calm and a few critters, curious to the sudden change of weather emerged, much to Fluttershy's delight.

Though she desperately wanted to help them rebuild she knew now was neither the time nor place to do so. She felt wrong to take of advantage of them by asking about Magicon or Applejack when they were in such distress, but she did anyway. Her friends needed her to or else all was lost and she couldn't afford that. Unfortunately, many of the woodland creatures were either too scared to talk or didn't know about Applejack, since they had hidden from the storm and were quick to hide again once they saw the shield move away from them and the storm take over once more.

Fluttershy was growing desperate and the girls saw it as she flew around the protective sphere like a madpony.

"Fluttershy, come here!" Pinkie called excitedly, causing Fluttershy to jump and scramble to the Earth Pony.

"Umm…yes, Pinkie?"

"Any luck?"

"Umm…no. The animals are just too scared of the storm. They've never seen anything like it. It's like this storm isn't natural."

"Well, duh, it's obviously not natural. Who has a thunderstorm in the middle of winter?"

"Magicon does," Shining interrupted. Pinkie and Fluttershy hadn't noticed that they had regrouped near Twilight and Shining Armor and they overheard their small, but important conversation.

"What do you mean, uhh…Shining, sir?" Fluttershy asked.

""What I mean is that this storm is Magicon's doing. He created it to defend himself and his mansion. He knows were coming."

"Oh my!"

"And still no luck, Fluttershy?" Twilight asked.

She shook her head.

"Well, keep trying. We can't give up on either of those ponies."

Fluttershy nodded and left the group to the edges of the sphere to talk and get any information she could from the woodland creatures.

The three of them walked in silence until Twilight thought on an unusual question to ask Pinkie.

"Umm…Pinkie, is your Pinkie sense going crazy?"

Pinkie looked at Twilight with an inquisitive glance, making Twilight feel a bit embarrassed.

"No, Twilight, it hasn't. Why?"

"Well you said earlier that your Pinkie sense could help us find Applejack or Magicon."

"Sorry, Twilight. My Pinkie sense hasn't been acting all that normally. I expect it to be nerves more than anything else."

"Well, uhh…thanks anyway, Pinkie." Twilight attempted a smile only to have it appear as awkward and meaningless. Pinkie didn't even smile in return; she just left the two of them alone once again and trotted up to Rainbow Dash who continued to rush ahead of the group, just about to cross the barrier and be sucked into the storm.

Rainbow was a complete wreck; stressed beyond comprehension over having her partner literally ripped form her. It didn't help that she learned about it after-the-fact. Her mane was everywhere and her eyes were bloodshot and she looked ready to risk everything she had to find Applejack.

Hesitantly, Pinkie asked, "Rainbow?"

"What?!" she roared whipping around with a face of anger causing Pinkie to take a few steps back.

"Umm…maybe I should go."

"No! I mean, no," Rainbow replied, managing to calm down. "What do you want, Pinkie?"

"I was just wondering…how are you feeling?"

"My partner has been sucked into a dangerous and deadly storm and may never come back! How do you think I feel?!"

"I guess…pretty bad."

"That's an understatement! It's absolutely horrible!"

"I'm…uh, sorry, Rainbow."

"Yeah, yeah, I know. You all are. I just want my AJ."

"We all want to find her."

"Yeah, but I love her. I can't stand to see anything bad happen to her."

"I know, but I-" Pinkie stopped herself midsentence as she and Rainbow Dash stared out at the storm and saw something just on the edge of the sphere.

Rainbow wasted no time as she flew to it with Pinkie closely following. The rest of the group, unable to see the object, ran after the two to keep them safe.

"Dash, wait up!" Pinkie called as Rainbow Dash flew out of the sphere and directly into the storm, much to the horror of the rest of the group.

"She's going to be killed!" cried Rarity as they ran in her direction.

"Twilight, help me expand the sphere!" Shining yelled and Twilight ran alongside him, horns glowing as the protective sphere grew in size against the unyielding power of the storm.

As it grew Pinkie observed, "Look over to the right! It's Rainbow and…Applejack!"

They all ran as fast as they could and were with them in a matter of seconds. Rainbow was huddled over the earth pony, tears streaming down her cheeks as the earth pony lay silently near a fallen tree.

Fluttershy ran over and took her pulse and other medical practices with a worried face but let out a sigh of relief after thirty seconds of unbearable tension.

"She's alive," she stated, much to the relief of everypony. "But she's unconscious."

"Can we do anything for her?" Rainbow asked, hurriedly.

"Well…umm…get her out of the storm and into a bed."

"How are we going to do that?" Cadance asked. "There's nothing out here but this storm and falling trees."

"Except Magicon's Mansion," Pinkie stated.

"Wait a minute!" Shining shouted. "Twilight, Didn't you say you could create a magical tracker to find Magicon?"

"Well…I, yes I did!" she announced with an enthusiastic smile on her face. Twilight immediately charged her horn, concentrated, and in a few moments her horn was ablaze with magic as she searched for Magicon's trace. Despite the storm and the defense barrier, that Shining was now holding on his own with no difficulty, Twilight managed to find him. "He's near, less than a mile away."

"Wait a minute!" yelled Cadance. "Isn't it a little dangerous to leave Applejack inside Magicon's Mansion while we are battling him and trying to stop him?"

"I'll watch over Applejack," Fluttershy stated.

"And I'll stay too," Rainbow added.

"No, Rainbow Dash, you have to come with us," Shining stated.

"But I won't leave my AJ!"

"It'll be for nothing if Magicon kills us then comes after you three. You'll be unable to stop him. Remember your challenge. Remember your defeat. You can't do this alone."

"But, I…" she crossed her hooves and the tears streamed down her face harder than ever before. "I…just…can't…lose…her."

"I'll create a protective spell over Fluttershy and Applejack so Magicon can't get to them. They'll be at least somewhat safe."

"I'm not sure if this is a great idea," pondered Twilight.

"It's our only option to safety. We can't stay in this storm forever. Our magic is weakening against its power anyway. We need to find Magicon, now!"

"Which way, Twilight?" Rarity asked.

Twilight concentrated a few moments before answering and then she pointed east, stating, "That way! Straight in that direction!"

They all followed her and charged through the storm towards Magicon. It wouldn't be far now. They found Applejack and they would find Magicon.


	47. Chapter 46

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 46**

They stayed by his side, silent, but always there. They were there for him in the beginning and they would be there for him now. If they end was to come, they wouldn't leave him behind. They had all silently agreed to do that. Regardless of what Magicon wanted, the four of them would remain behind and help him, whether it was defeating those supposedly real invaders or help put Magicon's mind at ease. Either case, they would help him to the best of their abilities.

While the storm raged outside the mansion, all was quiet inside. Only the loud booms of thunder echoed throughout the silent halls. Lightning flashed against them with such blinding intensity, but they ignored it; all of their attention was focused on the sleeping unicorn at the foot of the stairs.

They all had sat down beside him with worried expressions on their faces. The deep concern they had for him was evident and the love they had was unchanged from when they first met him. They had taken him in when their former master brought him and they had always worked for him. He was always kind and caring; never mean. They couldn't see why anypony would be after him; he was a good pony.

Deciding to break the silence, Trim Tam asked, "Should we wake him now?"

Fresh Mint shook her head. "He'll wake when he wants to wake."

"Fresh, he has been asleep for quite a while," Littlemore observed. "If we are going to help him, we surely need to understand exactly what's going on in his mind and the world around us."

"I have to agree with Littlemore," Garden Hedge stated.

"Fresh, we respect your right to shelter and protect him. He has been through a lot, but it'll only get worse for him the longer he is sheltered. We'll be gentle. We just want answers," Trim assured.

Fresh, realizing that she was fighting a losing battle, sighed, "Very well, guys. Just be gentle with him. If anything happens I don't like I'll be quick to get you all out of his sight."

They nodded and Littlemore stretched his hoof and rubbed Magicon on the shoulder. At first the unicorn didn't respond, but with a more forceful nudge his eyes flickered open and his ears twitched as he awoke. He slowly opened his eyes, which seemed cloudy to the rest of the group, and gazed upon the four of them. He smiled at them and slowly rose to a sitting position.

"How are you feeling?" Fresh asked.

"Alright. No complaints," he responded.

"Do you remember us?" Littlemore asked.

"Of course I do, Littlemore. How could I forget you?"

"No reason."

"Not to be blunt Magicon, but do you know why you are at the foot of the stairs?" Garden asked.

Magicon winced for a moment, but grimly acknowledged what had occurred. He couldn't tell if those recent images were real or not, the simple fact was that they hadn't harmed him physically or mentally. He still felt his soul safely secured inside him.

"Is there anything we can get for you?" Trim asked.

"Water, please."

Trim nodded and rushed off to the kitchen to fetch a glass for the unicorn.

"I just…can't believe it," Magicon stated.

"Believe what?" Littlemore asked.

"That it's come to this. I mean, this is quite comical, really: sitting at the foot of the stairs with a raging storm of my own creation outside, ready for the mob to arrive."

"Do you really think there is a mob after you?" Fresh asked.

"I know so. And it's not a figment of my imagination. I'm sure you guys have heard of Shining Armor, Princess Cadance, and the Elements of Harmony."

They nodded in reply.

"Well, it seems that they don't like me or the things that I've done as Prince so they're trying to overthrow me."

"Magicon, that is absurd," Garden commented which earned him malevolent glares from Fresh and Littlemore.

"What he means to say, is…that you're such a good pony. Nopony could possibly go after you for the things you've done," Fresh attempted to state.

"Enough of that crap, Fresh. You all know very well that I'm not a nice and friendly stallion. You all know of Red-Blood, the book, and what it instructed me to do."

"Magicon, we know of Red-Blood and of the book, but not what's inside of it," Littlemore stated matter-of-factly. "We probably couldn't read it anyway if we tried."

"Yeah…well basically, I'm responsible for a lot of the changes in Equestria."

"We already knew that," Garden commented. "You've done great things for Equestria."

"_Great _being the operative word there," Magicon said. "I've done many horrible things in Equestria as well."

"What have you done that's so horrible?" Littlemore asked, as if he couldn't believe that his master was truly capable of great evils.

"Murder," Magicon answered. The rest of the group retained their serious faces, as if no joy could remove it.

"M…murder?" Fresh asked hesitantly. "Who?"

"Princesses Celestia and Luna."

If the three were stunned by his admission, none of them showed it. They retained their seriousness as Magicon continued.

"You may think that I was crazy ever since I was a colt and was introduced to that book, but I wasn't. I was completely in a sound mind when I did it. The book told me to do it and gave me the tools to do so. I stabbed Celestia with an ancient dagger that creates an open wound that is impossible to heal. She died of blood-loss from that wound. As for Luna, I had stated in a public statement that she had committed suicide by hanging herself. Only half of that statement is true. She was hanged, but not by her own doing, by mine."

A deathly silence fell on them. Even the thunderstorm outside could not break the heavy silence that befell on all of them. The only sound was the echoing hoofsteps of Trim who reappeared with a glass of water and hoofed it to Magicon. He took it, gulped its contents, and set it aside.

"Since you missed it, Trim, I'll give you the abridged version. I murdered Princesses Celestia and Luna and took the throne for myself."

"Oh, is that all?" Trim asked almost in disbelief. Fresh whipped around and smacked him across the cheek.

"Fresh, don't," Magicon stated as he grabbed onto her hooves and set them down. "He has every right to know, just as you all do. I pray, however, that you keep this in the strictest confidence. None of this should be repeated outside these walls."

She sighed and slowly nodded as did the other three.

"Now, sadly for you, there is more. My murder spree did not come from the book entirely, but also from my past. You see…" he paused as he struggled to form the words and bring himself to bare it, "I told you all that my mother had died in a fire. Well, that's only partially true. The truth is…" he stopped as tears began streaming down his face.

Fresh rushed to his side, hugged him, and patted him on the back. "There, there, Magicon. You don't have to tell us. It's alright."

"No, I really do," he muffled through his tears and sobbing. "Please, Fresh, let me go. I need to tell you all of this."

Reluctantly, she withdrew and Magicon took a few deep breaths before speaking again. "I got into an argument with…my mother and I lost control…and I, unintentionally, cast a killing curse, which…killed her and started a fire as a direct result. I think…you know the rest."

The four remained motionless as Magicon wiped the tears from his eyes and struggled to regain his composure. They eyed each other, unsure of what to do. But Littlemore took an initiative anyway.

"What do you want us to say or do?" he asked reservedly.

Magicon waited a few moments before responding. "I guess…I really don't know."

"Do you have more to tell us?"

"About _her_, no. About my colthood, you already know. About the princesses, no. About my ruling, well you'll hear the story soon enough anyway."

"What do you mean?" asked Garden Hedge.

"I fear my endpoint is coming."

"What?"

"I fear this may be last night in Equestria and therefore, the last night of my existence."

"Magicon, you're not going to let them kill you, right?" Fresh asked.

"No, but I fear there will be too many."

"What I don't understand is why they want to kill you? Since you say they are the Elements of Harmony, they must have nobler mindsets than simply an eye for an eye and tooth for a tooth? They shouldn't be after you just because you murdered the princesses," Trim stated, almost cringing from a possible smack from Fresh.

"Well…I did more bad things that affected every one of them, personally."

"Would you be comfortable telling us?" Littlemore asked.

"I…I…I don't have time for this! They're coming and I need to defend the mansion! You all need to get out of here!" he sprang to his hooves, turned around to face the stairs, and tried to charge up them but felt his cape choking around his neck. Looking back he saw that Littlemore had the end of it in his mouth and was holding firm to it. His eyes begged for Magicon to stay and the unicorn reluctantly turned around and sat down in front of them.

"We're not letting you out of our sight, Magicon. Especially when you've been through so much and are in your 'circumstances'," Littlemore stated.

"Now, what else have you done?" Garden asked, but Magicon remained silent.

Noticing this Trim said, "Take all the time you need. The longer you wait the less time you have to prepare for that mob you described."

Magicon felt an annoying guilt in his stomach and grunted. "Fine, very well. I better clear my conscience, heh, whatever's left of it, anyhow. The ponies that are after me have their own grievances against me and my actions. This may take some time, you sure you guys want to hear it?"

"Yes," they answered except for Fresh who simply stared at the unicorn with an emotionless gaze.

"Okay, well let's start with Shining Armor," he shuddered at the name and the action that he was about to describe. "Shining and I…slept together…, then I erased the incident from his memory, then I restored it and threw him in prison. That happened a few days after Luna's death and he only escaped prison a few days ago."

"Magicon, forgive me but interrupting, and I know this is personal, but, you're statement…I, mean, are you a coltcuddler?" Garden asked in a tender voice, trying to not upset the stallion.

Magicon took a few moments before answering but swallowed hard and answered. "Yes, always have been. I don't know why or how, I just am. However, that does not mean I like any of you all. You are family to me and I love you like family. But moving on, Cadance is next. I brainwashed her, then threw her in jail when she broke free, and she found out about her husband thanks to the Elements. Rainbow Dash, the Element of Loyalty, yeah, some loyalty she possessed, was made lieutenant of the Royal Guard, but discovered too many of my secrets and I tried to torture her, but I didn't have the nerve and she escaped.

"The rest of them I had put into my new government, as you probably saw in the papers. What nopony knew was that I put them there to keep them busy and separated so they would be weakened. I should've known better. I should've realized that no matter what you do nopony can keep best friends apart. They all betrayed me and are now after me."

"What about Twilight Sparkle?" Trim asked. "Isn't she part of the Elements of Harmony?"

"Ah, yes, Miss Sparkle. Well, I wanted her to become my apprentice but she was too curious and discovered Red-Blood's book. I was afraid she knew too much and threw her in jail. She somehow managed to find her brother and escape. I had to punish the night guards for that and then punish the royal guard for a coup they launched against me led by the elements and friends. So, there you have it, my personal and dark actions as ruler in a nutshell."

He sat back against the stairs and took a few deep breaths. Nothing changed inside of him; he still felt his dark soul. He had to admit that he felt no change or repentance from his admission. He was too dark, too evil, and too determined to change.

The four of them looked at each other with astonished faces. They couldn't believe that one pony was able to do all of that and was capable of so much. They knew Magicon was busy, but they never knew he was so busy with personal stuff. They knew he wasn't exactly the best or nicest pony around, but he was by no means evil, until now. He had tried to cement his power yet his attempts to do so only led to his undoing. Now he was threatened and scared for his life and the four of them had to do something.

Speaking for them all, Littlemore stated, "Magicon…I really don't know what to say."

"There's really nothing you can say," Magicon admitted. "I never expected to tell anypony of my actions, but you guys wanted and, quite possibly, needed to know. So you see, I'm a bad pony, a _very bad_ pony."

Fresh slid beside him and put her hoof around his shoulder. "Look Magicon, It'll take me some time to get my head around your actions and your motivations, but I have one question for you."

"What is it?"

"Are you sorry?"

"Am I what?"

"Are you sorry for what you did? Do you wish it could've never happened?"

"If you're trying to make me feel better you're not helping."

"No, and I'm not asking for your repentance or apologies, that's not my place. But I want to know if you are sorry for everything that you did. If you never killed anypony and just went on to be a normal pony, would that have been better than the fate you find yourself in now?"

Magicon paused to consider the question and rubbed his chin in contemplation. "Mmm…I can't say. It's too hypothetical of a question. To suggest I would some other type of pony would mean my mother's death never happened and my subsequent fall to Red-Blood. Fresh, I really can only answer part of that question.

"I wouldn't know where I would be if I hadn't killed my mother: maybe working in a museum somewhere. But that doesn't matter. You want to know if I'm sorry, but I really can't say I am. I…did what I had to do for Red-Blood and myself."

Fresh removed her hoof from his shoulders with a stern glance. She was unsatisfied with his answer and, though not the type to prod, felt she had to do it.

"Magicon, do you still follow Red-Blood?"

He reacted immediately with a loud voice. "Heck no! He cast me out of his book when I needed him the most! He didn't approve of me ascending the throne! He said I didn't even complete the correct missions! I went above and beyond for him and he still didn't appreciate what I did! He is no longer my teacher and I am no longer his tool and I'm quite proud of that!"

The group was surprised by Magicon's outburst and it showed on all of their faces. Fresh slid away from the stallion and they glanced at each other, unsure of what to do.

Garden took the nerve and asked, "Anything else you want us to do?"

"No…just get out of here…hide somewhere safe and don't let them find you. They'll kill you too. I would never live with myself if you died but I lived."

"Magicon, as much as our perceptions have changed of you, we're not leaving you to handle this on your own," Trim stated.

"You must or you'll be killed."

"We realize that," Littlemore stated, "But I think we all agree that your safety is the most important thing to us. If you won't let us fight them, then we can at least help prepare the mansion for their arrival."

"No, no, no! I won't let you!" Magicon boomed and rose to all four of his hooves. His horn began its magenta aurora and the pupils in his eyes disappeared, replaced by a magenta aurora as his magic overcame him and reached a level he had never achieved before.

The four of them rushed to their hooves and backed away in response, fearful that a sudden movement or word would cause him to cast a terrible spell on all of them. Trim, realizing the dangerous and unstable nature of the unicorn, stretched his wings, took off, and slowly flew towards the unicorn. Magicon saw the flying pegasus and sent a spell directly at Trim, hitting him squarely in the chest.

The pegasus screamed and collapsed to the floor. He was only a few feet above the ground, so his fall was small, but he lay on the ground twitching and barely conscious.

Fresh screamed and Garden yelled, "Trim", while Littlemore rushed to Magicon and tackled him the ground.

He looked at the angry unicorn and smacked him across the cheek. His eyes instantly returned to their normal color and he looked back at Littlemore with a horrified look. His horn stopped glowing and he rose with Littlemore at his side. They ran over towards Trim who had fallen into an unconscious state.

"Oh my Celestia!" cried Fresh.

"Look what you did!" Garden yelled at Magicon. "You may have killed him!"

"I…I had no control!" Magicon pleaded, tears immediately streaming down his face. "I didn't know what was going on! It was like the magic took control of me! Trim! Trim! Wake Up!" He shook the pegasus intensely but no response came. "No! Trim, Trim! Wake Up! You can't be dead! I can't be the pony to kill you! You can't die like this! Not now!" He collapsed beside the pegasus, wailing.

Littlemore went to his wife and asked, "How are you feeling?"

"Frightened. So very frightened," she stated hurriedly.

"Can you stay here and help the two of them?"

She nodded.

"Good, I'm going to get what I can from Trim."

"No, Littlemore. I'll go, you stay."

"You sure?"

She nodded.

"Alright, do be careful."

"I will."

As she turned around to leave the group she heard Littlemore call after her.

"Yes, Littlemore?"

"Fresh, I love you."

"I love you too, Littlemore."

They gave each other a sweet kiss for a few seconds until they parted and she climbed the stairs to wherever she went to get the tools to help ailing ponies. Littlemore smiled as she climbed and when he lost sight of her he returned to the weeping unicorn, unconscious pegasus, and motionless unicorn.

He looked at Garden and whispered, "Don't be angry with Magicon. He's not all there in his head and he lost control."

"What do we do?"

"Fresh is going to work her medicinal magic on Trim. Hopefully he's not badly injured. I'm going to help Magicon and get him out of here."

The unicorn nodded and Littlemore approached the weeping stallion.

"There, there, Magicon," he patted him on the back. "It was an accident. I'm sure you didn't kill him. It's nothing Fresh can't fix."

"If…only…" he uttered through his tears and sniffles.

"If only what, Magicon?"

"If only…I was a…better pony. None of this…would've happened. We could…all be happy…and no one had…to suffer."

Littlemore fell silent, completely at a loss for words. He didn't know what to say or even how to say it, if it came to him.

He tried to piece something together, "Well…things….just, uhh…happen…and everything happens for a reason…there maybe something you…can…learn from all of this."

"Yeah…that I'm just…such a bad pony."

"That suggests something, perhaps you never wanted to be a bad pony? Perhaps you just wanted to be different, but never bad?" Garden interjected.

"How…could…I help it? I…killed my mother…when I was…a colt. I've…been on…this path…since then."

"Your mother's death may have been inevitable, but why did you adhere to your former master so much? Littlemore and Fresh remember him."

"Yes, that's true," Littlemore added. "I remember when he first brought you here, Magicon. You were young, probably just beginning your adolescent years. He said you were a new permanent resident here and I told him 'we're not in the business of taking care of orphans'. Well, he said you would be the next master of the House. Turns out he was right."

"But…what's your point?" Magicon asked.

"Well, when you were here you always wanted to be with our former master. You clung to him like he was your father or mother. Now that I know why I can't blame you, but you took everything he taught you to heart even though it conflicted with your schooling and learning from your former parents."

"Yeah, I did…but what choice…did I have? He took me in…when nopony else would… and he educated me and…made me who I am today."

"Yes, but when he died, why did you still follow his path? Why not turn away from Red-Blood with his death?"

"I guess…because Red-Blood's influence was so strong. I felt…compelled to do it. I felt like if I didn't…I would be punished somehow."

"You never trusted your master or Red-Blood to be honest and tell you the full truth," Garden stated.

"I always wondered…if they hid something from me, if they kept secrets, and was always…worried that those secrets would come back and…hurt me if I didn't do as they said."

"So fear drove you to do it."

"Yeah…I guess, subconsciously, maybe…because my motivation wasn't fear: it was malice. I wanted to do it and…was glad to do it, at the time anyway. Now, well…I don't know."

"Enough of this. It doesn't matter anyway," interjected Fresh as she clambered down the stairs carrying a bucket with all sorts of bathroom accessories. The three watched her approach the unconscious pegasus and immediately set the stuff aside and began checking Trim to make sure he was alive.

She sighed and began organizing her affects. "He's alive, thank Celestia, but he needs help. Garden, take this bucket and fill it with warm water. Littlemore, garb some pillows and blankets; make sure there are some firm ones and soft ones. Magicon, stay here. Now, go."

The two rushed off with their duties while Magicon continued to lay on the floor while Fresh sat beside him and tended to Trim.

"I'm sorry, Fresh," Magicon apologized.

Fresh paused for a moment but then resumed her work, not allowing herself to make eye contact with the unicorn.

"Are…you upset, with me?"

She paused again, but this time she set her stuff aside and looked at the unicorn. She spoke softly, yet firmly, "Magicon, you've done many bad things in your life. But you don't seem to regret them. I can't force you to change and unless you do, you are going to have problems. That being said, I will never not like you, but I will say that my perception of you has changed. I'll…never look at you the same way again."

Magicon nodded and looked back at the pegasus. "He's barely breathing," he observed. "I wish there was more I could do."

"You've done quite enough already. I don't want you using your magic on any of us. Even if it's meant to help, in your state, it will end badly."

"Yeah, but what am I to do?"

"About what?"

"I suggest lock yourself somewhere and give some serious time to think about what you've done and what kind of pony you are and who you really want to be. You may come to realize that you don't want to be the Prince of Equestria. You stated that you are free from Red-Blood. Why not restart your life and try again? Everypony deserves a second chance, even you."


	48. Chapter 47

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 47**

They hurried through the storm, trying to reach their destination with all of their strength, their endurance, and their courage. They could feel they were getting closer as they ran. The storm became even more intense and the lightning struck the shield that they protected him, forcing Twilight and Shining to strengthen the barrier. Yet they could tell it was quickly failing and would soon collapse, exposing all of them to the storm of the century. If this storm ever let up the entire forest would most likely see an entire forest destroyed.

But they had neither the time nor the heart to worry about a forest. Rainbow Dash was carrying an unconscious Applejack on her back and they all worried about what they would find at Magicon's Mansion. They kept running, knowing they would have to reach it very soon, but all came to grinding halt when Rarity yelled out a scream.

Looking back they say that she had tripped over a large branch that seemingly had come out of nowhere. She had landed in the mud and she looked absolutely a wreck. Examining herself she screamed even more because of her disgusting appearance.

"Rarity, calm down!" Twilight cried.

"Calm down? Calm down! Do you have any idea what this mud will do to my mane and coat? Do you know how long it will take to fix this? Do you know, Twilight?"

"Now's not the time for your petty problems, Rarity!" Rainbow cried. "We have to get AJ to somewhere safe."

"Oh yes, Magicon's Mansion is the perfect place to keep her safe. Why not just throw her into his hooves then."

"Rarity!" they all cried and she immediately recognized her mistake. The red on her cheeks couldn't hide her embarrassment.

"Oh well…then, uhh…nevermind. Let's just…uhh…go."

They gazed over her one more time before they all turned back and headed towards the mansion. Their speed was slower, just a simple trot, but they were all on edge. The storm was intense, even more so than when they first crashed. It could only mean that they were getting close and none of them knew what was in store when they arrived at Magicon's mansion.

Walking alongside her brother, Twilight asked, "What do you expect to find at his mansion?"

"Other than him, I'm not sure," Shining answered. "You can never be fully prepared for what your enemy has in store, but given that this storm is most likely of his doing, I would guess he has some pretty nasty things set up inside the mansion, just waiting for us."

"Bobby traps?" Twilight asked nervously.

"Most likely. Though of which kind, I have no idea."

"Do you think there will be other ponies there?"

"Hard to say. If he owns a mansion then he'll have servants but who knows if they maintain loyalty to him or even like him. I doubt they'll put up much of a fight anyway."

"I meant like security."

Shining shook his head. "Given the location of his mansion, Magicon probably thought the forest would be ample security to the mansion. He probably doesn't have any and he's been too rushed to get any to defend him. If we can get through his traps we'll most likely just be fighting him."

Twilight gulped. She had seen what Magicon could do to anypony and a group of ponies. His magic was one of the strongest and deadliest she had seen in her life. Yet she had been able to overcome at least part of it, with assistance from her brother, but it was still a daunting task. On top of it, she was tired and she knew the rest of the group was too. They would have to use everything they had to fight Magicon and it still might not be enough. She trembled at the thought of her defeat and death and the same fate for her friends.

They had battled Nightmare Moon, Discord, and Queen Chrysalis and all had been successful. But two out of those three times required the Elements of Harmony, which they didn't have, and Twilight stopped dead in her tracks as that realization came across her. A cold fear zapped through her and she trembled violently.

Shining stopped short and hurried back to his sister. "What is it?"

"I just realized, I forgot the Elements of Harmony!"

Shining took a deep breath and spoke firmly. "Do you really think you'll need those?"

"I…I…don't know."

"What makes you think they would work anyway?"

"Because they worked on other villains."

"But those weren't plain unicorns No matter how powerful Magicon is, he is still a mortal unicorn. He is not eternal nor has the lifespan of an alicorn. He can be stopped by spells just like any other pony. The Elements aren't necessary."

"I…don't know…Shining. I would just…feel better if I had them."

"Well, it's a little late for that. We need to keep moving. The rest of the group is waiting."

Twilight took a deep breath and nodded and joined her brother in a quick trot towards the mansion. They kept moving but Twilight remained at the back of the group until something passed through their shield that made them all stop and gaze at it.

"What is it?" Fluttershy asked.

"I think it's a gatehouse," Rarity answered. "All mansions have them."

"So does that mean?" Pinkie asked.

"Yes, we're here. Let's keep walking forward, but keep a sharp eye. You never know what Magicon may have planned here."

"Shining, wait. This gatehouse looks unoccupied. What if we leave Fluttershy and Applejack here? They'll be safe."

Shining looked at the stone of the gatehouse and at the structure itself, but shook his head. "Though they would be safe, they would be unreachable. We'd never be able to get to them with the storm outside in case of an emergency. We'll find a safe place in the mansion and I'll make sure that Magicon won't harm them."

Cadance sighed, but nodded and kept with the group as they moved further into the grounds of the mansion. They couldn't see much but they saw fragments of stone buildings, whether they were stables, greenhouses, or something else was unknown to them. They didn't bother anyway to explore. They had neither the time nor the drive to; they were here for one pony: Magicon.

As they walked they began tom see the outline of the gothic roves and turrets of the mansion. A few candles in the window shined through the torrential rains and the flashes of lightning outlined the silhouette of the mansion which made them all freeze.

Fluttershy jumped behind Cadance for cover and Pinkie couldn't help but tremble at the sight of the mansion.

"That's…it?" she asked.

"That's it," answered Shining, coldly.

"He certainly has his…unique tastes," Rarity commented.

"It looks more like a fortress than a mansion," Rainbow observed.

"How are we…going to…get in?" Fluttershy asked.

Shining and Twilight exchanged glances and Shining spoke. "We'll have to blast our way inside."

"Shining, what makes you think we can't just sneak in?" Twilight asked.

"Because we did that already and it's not like he's not expecting us. He knows we're coming. Might as well give him what he asked for anyway."

She reluctantly nodded and looked at the rest of the group who slowly nodded. They turned back to the mansion and continued walking closer to it, though with each step they grew more nervous and hesitant. Even Shining couldn't help but feel a small drop of fear inside.

Once they reached the overhang to the front door, Shining and Twilight carefully dissipated the shield. The sounds of the storm immediately returned with the howling winds and the piercing intensity of the rain, but under the overhang they were safe from it.

"Now, listen everypony!" Shining called to make sure his voice was heard over the sounds of the storm. "Twilight and I are going to blast that door open," he pointed to the front door. "When we do that you all rush in and get to the side walls. I don't know what'll be on the inside but generally the sides are the safest place for anypony. Twilight and I will be in right behind you. Everypony ready?"

They all hesitantly nodded, knowing what lied ahead but unsure and unwilling to do it. But they had to. They couldn't let Magicon continue to rule Equestria. He was a bad pony and had to be stopped, though they didn't know how they would. They neared the door, but remained out of harm's way from Twilight's and Shining's spell.

They stood directly in front of the door, touched their horns, which began illuminating. With their combined strength they focused on the door and cast the spell directly at it. The door responded by shattering into thousands of wooden fragments flying everywhere. Everypony ducked as smoke filled the area but didn't duck for long as they ran through the gaping hole where the door used to stand and entered Magicon's mansion. It was now or never, the moment had come.

* * *

The blast shook everypony in the mansion and they all turned around to see smoke where the front door had been just seconds ago and the sounds of the storm echoing throughout the main hall. Cold wins rushed in, causing all of them to shiver and making Magicon's cape blow around his body. They heard hoofsteps echoing throughout the hall and they saw that Littlemore and Garden Hedge were rushing in to find the source of the noise. But they weren't the only ponies that were being heard.

Through the smoke Magicon and Fresh saw the Elements of Harmony run into the mansion and stand alongside opposite walls, inspecting themselves, each other, and their surroundings. Magicon rushed to his hooves and cried,

"It's too late, Fresh! Get Garden, Littlemore, and Trim out of here! I'll take care of this on my own!"

"But Magicon-"

"Now!" he cried, looking directly at her with burning eyes of fire. Fear immediately overcame Fresh, but she snapped out of it and called to Garden and Littlemore.

"Garden, Littlemore, help me move Trim to the kitchen! They're in the back, away from all of this. We'll be safe there."

The two quickly complied and together they moved Trim and themselves out of harm's way. Magicon let out a small sigh of relief as they exited the hall and turned back to the obliterated door and the ponies coming through it.

He could see Cadance, Fluttershy, and a dirty Rarity on one wall while Pinkie, Rainbow Dash, and what appeared to be an unconscious Applejack on her back on the opposite wall. Just as he was about to wonder where the other two were Shining and Twilight came running through the door and stopped in the center of the hall, both of their eyes falling upon the unicorn.

Magicon glared at all of them and most of them returned it, none more so that Shining. Magicon spoke loudly so his voice has heard clearly.

"So, it's come down to this," he began pacing the floor at the foot of the stairs, his eyes on all of the ponies before him. "A pony can't even have the peace and quiet of his own home without being intruded by enemies."

"You brought this on yourself," Shining rebutted. "If you hadn't been so bad, things would be different. But you aren't good and you aren't capable of doing good things. You have no soul and you're the worst pony in Equestria!"

"Ha! We'll just see about that now, won't we?" He smiled maliciously and he sent a wave of magical energy out that knocked everypony off their hooves. Shining barely had enough time to get on his hooves before Magicon ran to him with a killing curse. Immediately the two began dueling, just like before, while the other ponies went to work.

Rainbow ran into one of the adjacent rooms and set Applejack down a couch with Fluttershy at her side.

"You sure you can heal her?" Rainbow asked

Fluttershy nodded. "I'm not a mare of many talents, Rainbow, but medicine is one of my specialties."

"Should I stay?"

"If you want."

Rainbow thought a moment but heard the sounds of the battle outside and knew who needed her most. Applejack would never forgive her if she did nothing while her friends battled Magicon. With a heavy, yet strong heart, she spread her wings and soared back into the entrance hall.

Looking down on the scene she saw smoke filling the room as spells missed their targets and hit the walls and floor instead. Twilight had joined the fight and was attempting to restrain Magicon with gravity spells while Shining attempted to hit him with his own spells. Magicon either dodged or blocked them, and cast his own at the two unicorns. Cadance remained out of the fight, silently observing, waiting to assist when needed. Rarity jumped in when she could, but her limited knowledge of fighting magic, made any attempt against him useless. Pinkie, unsurprisingly, brought a party cannon with her and had begun shooting confetti and party supplies at Magicon.

Rainbow knew that she had to act and began immediately diving towards to the unicorn. The ceilings were taller than his bedroom, making her dives all the more powerful. Magicon managed to dodge the first one, but on the second one Rainbow crashed into a magical barrier he created and spiraled uncontrollably into a wall.

"Rainbow!" Rarity cried and ran to her aid. As she arrived Rainbow got on all fours and shook the dust and debris from her.

"I'm fine, Rarity. Thanks anyway." She flew back to the ceiling to prepare for her next assault while Rarity ran to Cadance and attempted to help where she could.

The strain of the uneven fight was apparent on Magicon as sweat fell from his body. He had no time to swat it away as he kept dodging spells and attempting to cast his own. Like before he saw that he was outnumbered and evenly matched. He couldn't flee, where was he going to flee to? But he had to do something and he thought of it within an instant.

"If I can't play defensive, I'll play offensive," he laughed and with one single move turned toward Cadance and Rarity and cast a killing curse. The fear was evident in both of their eyes and they screamed and huddled together as they braced themselves for the worst.

Shining, seeing the curse, and fearing for his wife, rushed to their defense. With a single jump and spell he managed to deflect it just above Cadance's head before he landed on the floor with a loud thud.

"Shining…are you?"

"I'm fine, Cadance. Just get out of here! Be safe!"

She nodded and ran with Rarity to the side of the staircase and watched the battle at a safe distance, away from Magicon's dangers.

Magicon, angered by Shining's bravery, turned his attention to Twilight and attempted to cast killing curses and stun spells at her. She managed to dodge and block some of them, but her magic was only semi-on-par with Magicon's and they both knew it.

"You know if you had trained with me, you would be able to defend yourself much better," he teased.

"You couldn't teach me anything," she replied in determination.

"You refuse to learn to do you know what happens to those that refuse to learn? They die!" he teleported to behind her and sent a spell right at her which sent her flying. She screamed, hooves flailing, as she tried to grab onto anything as she flew through the air. Then as she was about to hit the ground and probably break her back, she felt soft hooves catch her. Turning to her side she saw Rainbow with a small smile land her safely. Both nodded and immediately went back to work to defeat Magicon.

Shining was once again charging at the unicorn but Magicon managed to grab onto his tail with his magic and flip him around.

"How about we try this one more time?" he asked with a malicious smile and attempted to force himself onto Shining. He did his best to resist and push the unicorn away but Magicon's magic forced him to kiss the unicorn for a brief second. Shining screamed on the inside and that scream gave him enough energy to blast Magicon away and send him flying through the air where he landed at the foot of the stairs with a loud thud and a cry.

He slowly got back on all fours, just in time to be the victim of Shining's charge which sent up the stairs and land halfway up them with a cry. He looked down and saw the oncoming stallion with his sister right and Rainbow dash right behind him. Pinkie had abandoned the cannon and was carrying some sort of mini-cannon in her hooves.

Having no time to act Magicon cast a general magical wave which sent everypony barreling down the stairs and landing at their base with a loud thud and a few grunts. Only Rainbow Dash had managed to avoid the wave and flew directly at the unicorn who telekinetically grabbed her on her tail which caused her to come to a dead stop and hover uncontrollably in mid-air. Magicon then threw her against the wall with a loud thud and everypony closed their eyes at the sound of bone meeting solid wood and Rainbow Dash's cry.

She slid down the wall to where Cadance and Rarity were hiding. They looked over her and saw that the force of the throw had broken a few bones in her left wing.

"Rainbow, you can't fly like this," Cadance stated.

"Not again!" she cried.

"Think about it like this, Rainbow, you still have four hooves. You can still run and attempt to charge Magicon from the ground."

"Yeah, yeah, okay. I gotta go," and she ran away from the two ponies and up the staircase to join her friends who were rushing up the staircase as well.

Magicon had climbed to the top and began casting spells to try and blast them off the staircase. They dodged all of them and he became more and more frustrated as his spells missed their mark. Shining and Twilight cast their own spells in response but Magicon avoided those. But one of Twilight's spells crashed into the stained glass window behind Magicon, shattering it to pieces and allowing to storm to penetrate the hall. His cape fluttered uncontrollably and he felt himself being pulled by the storm into its swirling abyss. He held firm against the carpet and thought of a wonderful idea. It would cost him significant magic but it might just work.

As the group approached the steps he waited just for the right moment before using a significant amount of his magic and transforming into his mist and floated off to the side of the staircase, towards the hallways that led to the bedrooms.

The group screeched to a halt as they reached the top of the staircase, yet it wasn't enough for Shining who slipped out of the hole and was about to be sucked into the storm.

"Shining!" Twilight cried and grabbed his hoof as his body was flying in the storm like a flag on a flagpole. "Everypony, help me!"

Pinkie and Rainbow grabbed onto her tail and attempted to pull them in, but were unsuccessful due to Shining's size and the strength of the storm. Worse still was that lightning was not far off. Shining could be struck and they would all be killed. Rain pelted him as well as the rest of them and they squinted to avoid being blinded.

"Rarity, Cadance, help!" Pinkie cried into the mansion and the two exchanged glances and ran up the stairs. But hallway up the froze as Magicon reappeared before them and blasted both of them down the stairs. He then turned towards Pinkie and gently tapped her on the shoulder.

She turned her head and was met with Magicon's back hooves which knocked her out and she fell to the floor, unconscious. Rainbow heard the knock-out and looked at Magicon with her mouth agape and her eyes shocked, but that was quickly replaced with eyes for revenge.

Magicon saw it, smiled, and yelled, "Go ahead, Rainbow, I dare you to. I'm right here. You can attack me, right here." He pointed to his chest, inviting her to make her strike.

"Don't do it, Rainbow!" Twilight cried against the storm. "If you give in, Shining and I will be sucked into the storm."

"Oh come now, Rainbow, you can do both. You can attack me and still save your friends."

"Rainbow, don't!"

"What are you, a coward?"

"Rainbow!"

"Shut up, both of you!" Rainbow cried, closed her eyes, and massaged her head with her front hooves. Yet it was those hooves that had been holding onto Twilight and only with Twilight's and Shining's screams did she realize the error of her ways. Her eyes shot open just in time to see Twilight's flank fly out into the storm her hooves scrambling to catch onto anything. She heard Magicon's evil laugh and rushed out into the storm head first.

She spread her wings and the pain seared through her body and she cringed from the pain but she couldn't stop. She saw Twilight and Shining flying through the storm, completely scrambling and screaming for help. She flew as fast as she could against the wind and rain to their aid. With an outstretched hoof, she managed to grab onto Twilights rear hoof and immediately turn back towards the mansion. Lightning struck overhead and thunder rang through her ears, but Rainbow pushed on. She managed to see the mansion return to her gaze and the pain was becoming unbearable. She felt herself growing weaker against the storm and she managed to open her eyes just a bit to see Rarity at the edge of the window, mane blowing everywhere with an outstretched hoof. She grabbed it and pulled her inside, away from the window where she and Twilight crashed onto the carpet.

"Wait, Shining!" Rainbow cried, but Rarity pointed to the stallion just across from Rainbow. He was a complete wreck as was Twilight, but one thing stood out more than anything else: Cadance was right beside him, tending to him.

Looking around Rainbow asked, "Where's Magicon?"

"Gone," Rarity answered grimly.

"What do you mean, gone?"

"He ran down that hall. I couldn't go after him because I needed to save you guys."

"Well, I'm going after him-ah!" she only now remembered the searing pain in her wing.

"You're in no condition to fight. Besides, Magicon is seriously weakened. He couldn't have gotten far. Fluttershy!"

The cream-colored pegasus arrived quickly and immediately began examining Rainbow.

"Ouch! Be careful, Fluttershy!"

"I'm…trying. Hold still, Rainbow."

Rainbow took a deep breath and calmed down so Fluttershy could look at the wing. As she did Rainbow asked,

"How's my AJ?"

"Not bad, thank ya'," answered a pony.

Rainbow's heart stopped as she saw the orange earth pony ascend the stairs with her signature cowpony hat. She smiled at Rainbow, who returned the smile. Applejack ran towards the pegasus and the two passionately kissed.

"I'm so glad…you're ok," Rainbow sobbed.

"Ah am too. But now ain't the time for cryin'. Fluttershy will fix ya' up in a jiffy and ya'll be on your way to stop Magicon."

"Yes," she smiled and continued crying while they hugged.

"Umm…not to interrupt…but…Rainbow, you're left wing is broken. You can't fly at all."

"I know that, Fluttershy. This isn't the first time it's happened. What can you do?"

"Only wrap it. Other than that, nothing. You must avoid moving your wings at all costs."

"Can I still fight?"

Fluttershy bit her lip. "Well…I…guess, as long as you are careful."

"Ah'll make sure of it," Applejack answered.

"Isn't that romantic?" Cadance whispered to her husband who was just regaining his strength.

"Yeah…romantic."

"How are you feeling?"

"Okay, just wet and very tired."

"We should take a break."

"We can't. Magicon's still alive and now has the time to prepare for us. He's gaining more energy by the second."

"I think you're overestimating the unicorn."

"How so?"

"When I went to rescue you I saw him stumble down that hallway," he pointed to the one behind her. "He's just as tired as you are, probably more so because he's had to use a significant amount of magic against so many ponies."

"Yeah…well, at least that's good."

"And that everyone's safe."

"Yeah…How's Twilly?"

"See for yourself." Cadance pointed to the purple unicorn who was slowly coming to her hooves and approaching them, a solemn look on her face.

"Twilight, how are you feeling?" Cadance asked.

"Not bad," she replied, her voice sounding a little hoarse. She stopped in front of the hole which now had a magical barrier in front of it as did the hole in the front of the mansion.

"Who cast-"

"I did," Cadance answered.

"Oh, thanks. So what's next?"

"Rest," Fluttershy answered amazingly commanding everypony's attention.

"You all survived the first fight but you all must get a few minutes of rest before you head back to fight Magicon. And…umm…I'll be right there…with you."

They smiled and tended to their injuries and each other. Fluttershy was right: the survived the first part of the fight and weakened Magicon, the second part wouldn't be far behind and the outcome would be much more certain, even definite. There would be a victor and loser, yet nopony knew who it would be.


	49. Chapter 48

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 48**

He stumbled through the hallway, veering to one side and hitting a wall only to veer to the opposite wall. He moved slowly, trying to keep his balance and re-orient himself, but he struggled. His exhaustion from the mist had drained much of his physical and magical energy. He heard the storm all around him, but he didn't hear the ponies after him. They, like him, were resting, preparing themselves for the next fight.

As he continued stumbling he couldn't help but worry about the next fight. If this one had drained him of his magical energies, he would never be able to fight like before. He was nearing his last hooves and he couldn't just give in, especially now. He had to last and he had to win.

"I just…need…rest…a little bit of…rest," he emitted.

"You need much more than rest," said a voice that made him groan. Turning around Magicon saw Celestia and Luna once again walking towards him. Instead of their last appearance, their faces were calm and their bodies pristine.

"Magicon, you don't look well, not at all," Luna observed.

"Well, I haven't been exactly doing nothing to end up like this," he replied.

"We know."

"I know you know. But…what do you want?"

"To say our good-byes."

"Oh? It's about time."

"Magicon, you don't understand. Our good-byes mean you won't ever see us again because you're going to die," Luna stated.

"You think so?"

"We know so," Celestia stated coldly.

"How can you two possibly know? You're dead and buried! You're not real! Nopony can even see you, much less talk to you other than me!"

"But it's only you that matters, anyway."

"I don't care! Just go! Say your good-byes and leave me forever! It's about you time you two rested in pace anyway!"

The two alicorns exchanged glances, nodded, and slowly approached Magicon. As they did Magicon went hastily into a clumsy defense stance.

"Stay back!" he warned.

"Calm down, Magicon. We mean you no harm," Luna stated.

"How do I know you're not lying? You're after my soul."

"Magicon, there's nothing we could do with your soul. Where we go, your type is not allowed," Celestia stated.

"I…didn't understand a word of that, but just…stay away from me!"

The two alicorns ignored him and stood directly in front of him, gazing down on him with straight faces. He looked up at them, realized that they weren't going to hurt him, sighed, and returned to his normal standing position.

"Good-bye Magicon," Celestia said and patted her wing on his head. Luna did the same and both of them disappeared in a brilliant white that forced Magicon to cover his eyes. The light was gone after thirty seconds, taking the alicorns with it and leaving Magicon alone, once again, in his darkened hallway in his mansion.

"What a…bizarre…turn of events with them," he stated to himself and began walking further down his hallway. He was still exhausted and continued to stumble around, but he knew his destination. It wasn't far off and it was soon upon him when he opened a door to his right.

His bedroom welcomed him and he clambered inside, not even bothering to close the door behind him, and collapsed on his bed. He buried his face in the sheets and let out a long sigh of relief. He felt much more comfortable in his bed, though it did little to give him any strength or energy to fight. But he didn't care. His room was his sanctuary. He was safe and could take a few minutes just to relax and rebuild whatever strength he could. It might not be much, but it was better than nothing. The final fight was coming and it would be the most difficult task he ever faced.

* * *

The minutes passed quicker than they thought and the growing anticipation and anxiety was becoming more and more evident. Shining Armor kept glancing around the hall and down the hallways, as if expecting a surprise attack from Magicon. Rainbow Dash and Applejack had finished their cuddling and snuggling and were also examining the room. Twilight paced back and forth as if she was ready to run down any hallway. Only Fluttershy seemed content where she was as she sat and watched the rest of the group worry.

Finally Shining rose to his hooves and said, "That's it. We need to go after Magicon. Come on."

"Wait, Shining," Cadance called. "Is everypony ready to fight him again?"

"We really don't have a choice other than to fight him. If we leave or rest he wins. If we go after him while he's down we may just win."

"But what about your health?"

He paused and approached his concerned wife. "I promise I won't strain myself. But that means you'll have to do a lot of fighting since you're in good health and have the energy and stamina to do so."

"Okay," she whispered and the two of them began walking down the hallway that Magicon had fled down with the rest of the group in tow.

"Be careful of booby traps," Twilight warned as they carefully walked.

"Such an appalling taste in decoration," Rarity commented as she saw all the dark wood and dark pictures lining the walls.

"We're not here for an architectural tour, Rarity," Applejack stated. "You're gonna have ta do more fightin' now that half of us are exhausted."

"Me, fight? Applejack, I barely fight to begin with. I'll be useless."

"Better than just standin' around and watchin'. Even Fluttershy is gonna fight. Right Fluttershy?"

"Umm…yes," the cream-colored pegasus mumbled.

"Oh, alright," Rarity admitted.

"Quiet, everypony," Shining warned. "We don't know if Magicon is the next room, just waiting for us."

They ended their conversations and softened their hoofsteps as they continued walking. All that could be heard were the muffled sounds of the raging storm outside. They kept walking until they saw lightning flash on the floor ahead of them. A door was open and they went to the nearest wall and crept along it. Shining led the group and slowly approached the opened door.

Everypony was silent and nervous while Shining took a deep breath and prepared to look inside. Just as he was about to he felt Cadance pull him away and kiss him on his lips. He was surprised by her actions but quickly returned the sign of affection. When they finished they smiled and he turned back to the opened door.

Peeking inside he saw a bedroom and a red unicorn on the bed. His face was buried in the sheets and his cape was covering his entire body.

Shining quickly turned back to the group and whispered, "It's him."

"What do we do?" asked Cadance.

"He's either resting or sleeping. Let's just get inside first. Everypony be quiet and make no sudden movements."

They nodded and cautiously followed Shining into the room. Most of the room was dark, only two candles had been lit and the lightning afforded only temporary light through the windows in the bedroom. They slowly encircled the bed and watched the resting unicorn as he lay motionless in his bed, only his cape slightly rising and falling from his quiet breathing.

Once they encircled the bedroom, Fluttershy asked in her hushed tone, "What do…we do now?"

"I'm not attacking an opponent when they're asleep. I won't do it," Cadance stated.

"You won't have to," Shining stated as he cautiously approached the unicorn. "Everypony, stand back," he warned and they all responded. With a deep breath Shining jumped into the air and landed directly in the bed right beside Magicon. The force of the landing catapulted the unicorn right out of bed and sent him screaming to the floor.

He landed on the carpet on the side of his bed and he made a few grunts before coming to his hooves and opening his eyes. He nearly fell backwards as he saw all of them staring at him.

"What…what…" he stumbled, completely at a loss for words.

"Surprised, Magicon?" said a unicorn behind them that got off the bed and joined his wife.

"Uhh…" Magicon stammered, completely speechless.

"Now, don't tell me you have a loss for words," Shining teased.

Again Magicon couldn't find any words to form or show his utter surprise at their discovery. He looked around and saw the opened door and facehoofed. He knew he should've closed it. They would've passed him right up. It would've taken them much longer to find him than they did. Now, he was unprepared and had little energy to fight them. He didn't even know what tricks he could use. He had little magic left, so he had to conserve it, but he knew he could play to their desires and he knew what their main desire was.

Finally being able to form the words Magicon stated, "Well…I can honestly say I am surprised by this. I didn't think you guys would find me so quickly."

"Well, you're not exactly the best pony at hiding yourself," Cadance replied.

"Ah, yes, my mistake to leave the door open like that. How silly of me. But I can see where this is going and I won't stop you. I'll accept my fate in return for mercy. I'm prepared to be defeated now. Clap the irons on me and take me away to some prison. I'll spend the rest of my life there as long as I live."

He lowered himself onto the floor to emphasize his statement. As he lowered his head he managed to catch a glimpse of the group's shocked facial expressions and smiled to himself.

The eight looked at him and at each other, mouths agape and caught completely off-guard by Magicon's sudden change of heart.

Shining signaled for Cadance, Twilight, and Fluttershy to follow him while Applejack, Pinkie, Rarity, and Rainbow Dash stayed behind.

Once the four of them were outside the room, they closed the door and began conversing amongst themselves.

"This can't be happening," Shining commented. "Magicon just can't give himself up like this. It's not like him."

"But he has, Shining. We must give in to his requests. He'll live, but he won't be ruler every again," Cadance stated.

"As long as he lives he's dangerous," Twilight stated, quickly siding with her brother.

"But he's asked for mercy. We can't ignore it," Fluttershy stated, decided to side with Cadance.

"I don't like how he did this," Shining stated. "Something's fishy in all of this."

"I agree. He's probably just going to escape from prison and then kill all of us one-by-one," Twilight added.

"Twilight, whatever happened to showing mercy and restraint?" Cadance asked horrified.

"Magicon doesn't deserve it," she stated coldly.

"Twilight, I am horrified by that statement! Everypony deserves forgiveness and mercy! Magicon is as worse as they come. As bad as he is he sees the logic and reason in surrendering. We must do as he says," Fluttershy stated.

"I really don't think-" Shining stopped short as he heard screams and crashes inside of the room. Wasting no time he bolted into the room and slammed the door open with the others right behind.

The room was completely devastated on the inside. Papers, books, pieces of fabric littered the room and four injured ponies lay on the floor. In the center of the room, right where they had left him stood Magicon with an angry face, his cape fluttering and his horn glowing. His eyes were even beginning to turn white, a sign that Twilight and Shining immediately knew.

Wasting no time Shining yelled and charged at the unicorn and made direct contact with him. The force of the charge sent both of them crashing through the window and landing on the roof outside the window.

"Shining!" the mares cried and ran to the window, afraid of a repeat of the earlier incident with another window. Looking out onto the roof they saw the two unicorns rise and glare at each other. Both of their manes were blowing violently and Magicon's cape blew everywhere and made him even more menacing than before. The white had faded from his eyes, but they didn't know how long it would take for it to return.

The two carefully watched their hoofing on the slippery roof as the rain pounded them. One wrong move and either one of them would be slipping to their deaths. The roof tiles were practically rivers and the cold wind made them both shiver as they circled each other, waiting for the other strike.

While the two circled each other Fluttershy went to attend the four ponies knocked down by Magicon.

"Are you ok?" she asked as they began rising.

"Ah think so, but boy that was some spell," Applejack answered as she helped Rainbow up.

"Where is the stallion now?" Rarity asked.

"Out on the roof, dueling with Shining," Fluttershy answered.

"Well, come on, we have no time to waste," Pinkie stated and with the rest of the girls in two joined Cadance and Twilight at the window staring out into the storm with the two unicorns staring and circling at each other.

"Should we…go?" Fluttershy asked.

"Not yet," Cadance answered. "This is their fight. We'll go in when the time comes."

"Will it come?" Applejack asked.

"Yes, it will."

"But what about Shining's health?" Rarity asked.

"I'm ready to jump in if the worst should happen. Magicon won't kill my husband."

She nodded and watched, with the rest of the group, the unicorns circling mere yards from them. They also braced themselves against the rain that pounded them through the hole in the wall as they watched the fight.

The two unicorns continued circling each other, unsure when to strike the other and how to do it. Neither had experience on rooftop fighting and both were afraid of falling off and ultimately to their deaths.

"What is it, Shining?" Magicon yelled through the storm. "Too scared to attack me?"

"I would say the same about you," he replied.

"So, is this how it shall be? You and I stuck in this bitter fight until one of us surrenders?"

"No, you can die."

"Ha! Believe me, I have no plans of doing that. It is you that will die!" Magicon shouted and shot a death curse right at Shining who barely managed to dodge it. Shining sent a powerful knock out spell at Magicon in return who barely managed to miss it as well. The duel then truly began with each of them sending magic at each other, but both were tired and using their last resources as they fought.

Both could feel that they were losing most of their magical energies and their stamina as they cast spells at each other and blocked the oncoming ones with other spells. Their spells were weakening and misdirected, striking targets quite out of range. They also kept treading cautiously over the rooftop making dodging spells all the more difficult, but also casting was becoming increasingly difficult, because of their lack of energy and because of the storm.

Both of them were being blinded by the rain and their bodies felt twice their weight as their manes and coats were completely drenched with water which fell relentlessly. The rain tired both of them and it only took one wrong hoof and the correct timing of a spell to knock one of them down. Shining was that pony.

He yelled as the spell struck him and sent him down on all fours, nearly sliding down the roof. Though the spell was considerably weaker than the others Magicon had previously cast, he had expected Shining to dodge it; it nevertheless pushed Shining to a pitiable position as Magicon approached him.

Magic swirled around Shining's hooves and horn, rendering them unusable as Magicon approached. Once he approached him, they both glared at each other.

"So, this is how it ends? One unicorn strapped to the roof in a storm by the others doing."

"You bastard," Shining hissed.

"Whatever, Shining, I don't care anymore. Can I get one kiss goodbye?" he smirked, knowing full well the answer.

"No. Just do it already. Just kill me."

Magicon didn't need to be asked twice as he raised his head and summoned whatever magic he had left in him. He took a few deep breaths, closed his eyes, aimed, and was about the cast it when he was tackled by somepony and fell backwards. His connection ceased, the magic stop flowing, and he opened his eyes to see Twilight directly on top of him, angrily glaring at him.

Behind Twilight Cadance was helping Shining up as the other girls were running out of the window and onto the roof. Even Rarity was braving the storm for the sake of her friends.

Magicon looked back at Twilight and managed to force her off of him a few bucks. He quickly rose to all fours and examined the ponies now ready to make the final strike against him.

"I will not be stopped! I will not be killed! I am Magicon, the Prince of Equestria and Lord of Darkness!"

He then reached out his hoof grabbed Fluttershy, who was surprisingly the closest of all, and proceeded to throw her over the side of the roof. She screamed and struggled to fight back and made it all the more difficult for Magicon to try and drag her over the side of the roof and plunge her to her death, many feet below.

But the struggle took too long for Magicon and he was blasted back by a spell from Cadance. The girls ran to Fluttershy and got her back on her hooves. She was visibly shaken, but nonetheless still determined to stop Magicon. He himself was knocked down but slowly rose and began backing himself from the oncoming group.

He began searching for an escape, a side roof, a small jump, anything to escape the oncoming mob that slowly crept towards him. He felt very little magic left in him and mentally agreed to abandon it all together. It would be hoof-combat that would be the final fight for him.

But he soon found himself that he could back up no further as his back hit one of the many stone chimneys of the mansion. He looked to his right over the side of the mansion and saw the black ground a death jump away. Instant fear ran through him as he saw his dreams come to reality and the abyss form below him, calling his name. This was it. He saw the abyss that so wanted to consume and devour him. Yet he would not be the abyss's next victim. He would make sure of that with everything he had left. He would live until his dying breath.

As he looked back at the group, he noticed in their eyes the slightest reservation, as if they knew his inner fears and slightly sympathized with him.

He could hear Cadance yell through the storm, "Magicon, it's hopeless for you. Save yourself this fate and surrender. It's never too late to change. You can have a second chance if you give yourself one."

He bit his lips and looked over at the abyss one more time, its black depths just wanting his body and he quickly turned himself away from it to face the group. Only two feet stood between him and the lead pony, Twilight, with Cadance and Shining behind her with the rest of the group not far behind them. Only Shining showed no signs of sympathy; all of it had been eliminated from him. However, the rest of the girls did, as if they didn't want this fate for him.

Magicon, realizing which fate would be worse, escaped to his mental mind. There he would decide his fate. A prisoner to those eight or the next victim to the swirling abyss and whatever lay beyond it? Forced to live or forced to die? His life or his honor? In his mind he felt the feat coarse through him; the unshakable fear that would not be quelled. He trembled at that fear and realized that there was only one fate less fearful.

Grimly accepting it Magicon lowered his head towards the group and waited for the magic to bind him to the ground. He closed his eyes in anticipation, but never felt magic affect him. Instead he felt a hoof on his cheek and he opened his eyes to see Twilight looking at him with completely compassionate eyes. His eyes showed confusion yet understanding, as if he didn't understand the definition of compassion but knew the action.

"I'm sorry," he mumbled.

"You've changed."

"More than you can possibly know."

"I-Ah!" she screamed as Magicon violently grabbed her hoof and threw her over the side of the mansion, onto the ground. Yet Twilight had managed to grab onto Magicon's cape and pulled him down as well.

"Twilight!" the group cried and ran to her aid. As they looked over they saw Twilight's back hoof barely holding onto a gutter while she was looking directly down at the ground, Magicon's cape in her jaw, the only thing preventing him from falling into the abyss. His hooves were flailing and he yelled for help. The faintest sound of Magicon choking on the cape around his neck could be heard against the storm.

"Everypony help and get her back on the roof!" Shining ordered and everypony did so. He reached over the side and garbed Twilight's back hoof with the others grabbing him and they began pulling together.

"Ready, one, two, three, pull!" they all did so and Twilight's other back hoof reached Shining's grasp. With now two firm grips on his sister he order another pull and her body began rising over the side of the mansion.

As the two slowly began rising Twilight and Magicon heard the most fearful sound to their ears: the tearing of cloth. Twilight looked at the cape with widened eyes of shock as she saw its threads breaking around her mouth. The weight of the Magicon was too much for the cape to hold and it was splitting at its seams.

"Magicon! Give me your hooves!" Twilight yelled through her teeth. Magicon looked back at her with the most fear eyes possible from his helpless position and looked back the abyss below him. He then saw his salvation and his eyes sparkled. A small crevice was stretching out from the chimney, close enough that he could grab it and be able to save himself. He was increasingly struggling to breathe as the cape chocked him. Realizing that was his only option to save himself without being captured he began swinging back and forth to reach it. As he did so, he wasn't able to hear the increased tears of his cape over his own raspy breathing.

"Magicon! Stop it or the cape will break!" Twilight cried through her teeth though the words came out completely muffled due to the cloth. As Magicon kept swinging she begged him to stop and tried to stretch her front hooves to reach his body but she just couldn't reach. As her body as just about to be pulled back onto the roof she saw the last of the fabric tear and the cape fall over the side of the mansion.

"Magicon!" she screamed with the loudest voice possible and looked over the roof's edge to see the unicorn screaming and flailing his hooves helpless as his body plummeted to the ground until she cringed at the sound of his body making contact with the ground.

Everypony heard it, as if the storm had suddenly fallen silent for that one moment, just so all of Equestria could hear the final moments of their prince. They all ran to the edge but saw nothing, the darkness was simply too thick to see him.

"Magicon!" Twilight screamed, tears streaming down her face. She collapsed right on the edge of the roof, her face buried in her hooves as he wailed. Cadance sat down beside her and she cried into her coat, soaking it with warm and extremely sad tears.

The rest of the girls were also tearing up. Rarity was blotting her eyes with a soaked hoofkerchief while Applejack removed her hat and hugged Rainbow. Fluttershy turned to Pinkie and both began crying and hugging. Only Shining did not cry, though he appeared incredibly uncomfortable with the turn of events.

He looked over the side again, into the darkness of the earth, and mumbled, "I'm sorry it had to end like this, Magicon."

For them all Magicon had changed and they had changed. None of them knew if this fate was right for him or for them, but nothing they could do would change it. No spell could reverse the effects of what just happened. No prayer could be said to save him. The simple fact was that Magicon had been stopped and Equestria would be safe from him forever. They didn't know how Equestria would react to this news or what would happen in the future, but that wasn't on their minds. The only thing that was on their minds was Magicon's fall, literally and figuratively, and the fate that he met with that fall: death.


	50. Chapter 49

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Chapter 49**

They remained in the kitchen during the whole ordeal, hearing the bangs and crashes echo above, but never once venturing past the doors to see what was occurring. None of them knew how to fight and they dared not risk exposing themselves to their unpreparedness, for their sake and Magicon's. His words were still fresh in their minds, unforgettable, and they silently agreed to follow them.

When they did hear the fighting die down, Littlemore said, "I'm going out."

"Not out there?" Fresh asked worriedly.

"Yes, out there. I need to see what has happened."

"You can't go. Remember what Magicon said," Trim reminded.

"Yes, I know, but I just want to see how bad it is. I'll be back in a few minutes."

"Let me go, for the sake of your health," Garden suggested.

"Nonsense, Garden Hedge. I may be older than you but that does not make me weak. I promise I'll be back quickly."

They knew they couldn't change Littlemore's mind once it had been set, so they slowly nodded with a sigh and the butler ventured out into the entrance hall.

As he departed the kitchen he walked cautiously, trying to make no noticeable sounds. The path he took ended him on in the entrance hall on the side of staircase preventing anypony abode from seeing him. From his relatively secure position Littlemore observed the devastation caused by the fight. Pieces of wood and debris littered the floor. Holes and dents were in the walls and some of the priceless paintings were damaged. Not even the beautifully hoof-crafted wooden railings of the stairway were spared, as some were damaged beyond repair. It was a sad sight and Littlemore wanted to see more, but stopped dead in his tracks when he heard hoofsteps above him. He froze, refusing to look up or behind him. Instead, he retreated back to the kitchens.

He assumed the unwelcome visitors were up there and could only guess that Magicon had either run off or was captured by them, a thought that scared him to no end. When he returned to the kitchen he explained what he saw to them and they all lowered their heads.

"Any sign of Magicon?" Fresh asked.

"None. My guess he either retreated to somewhere in the mansion or he's been captured. Though judging by the devastation in the main hall, I think the former is more probable than the latter."

"Is there anything we can do?" Garden asked.

"I'm afraid not."

"We really should do something," Trim stated.

"I wish we could but Magicon wants us safe. I can't blame him for his noble intentions and I will obey them to a 'T'."

"Littlemore, we should check up on them," Fresh said.

"If you think I'm going to offer tea and snacks to our unwelcome guests when they're after our master, you've got another thing coming."

"Littlemore, I was only suggesting-" she fell silent as did the rest of them as they heard hoofsteps above them tread down the east wing off the mansion toward the bedrooms. They moved cautiously, as if prepared or scared for something. The four listened carefully until they couldn't hear them anymore.

"They're heading to the bedrooms," Fresh stated.

"That only confirms my suspicions that Magicon ran that way. He hasn't been captured," Littlemore replied.

"Thank Celestia for that," Trim relieved.

"But if he retreated that means he's tired and they may win," Garden worried.

"They stayed the top of the staircase a little bit. I heard them when I was in the entrance hall. They are just, if not more, tired as Magicon," Littlemore retorted.

"Well, what should we do?" Fresh asked.

"I suppose inspect the damage. See what we can fix and what we can't, and pray for the best."

They nodded, rose, and walked out to into the entrance hall. They stood at the foot of the stairs and examined the room. It was even worse from this angle than what Littlemore had witnessed just minutes before. Both sides of the room were damaged and few areas were spared from the damage. The beautiful stained glass window was destroyed replaced by a gaping hole that was sealed by some kind of magic.

Littlemore rose to inspect it as the others spread about the hall.

"Strange," he remarked. "This isn't Magicon's aurora. It must be one of the others."

He turned and looked down the hallway that he had heard the group go down earlier. Littlemore strained his ears against the rumble of the storm to hear anything and he barely made out a few voices before he heard a scream and the voices disappear. A loud crash quickly followed afterwards and he looked at the rest of the servants, who all wore worried faces, and hurried down the hall.

They saw the opened door in Magicon's bedroom and heard the storm much louder than before. They stood against the wall and Trim managed a peek inside.

"Four ponies are looking out a hole in the wall onto the roof," he whispered.

"What about the rest of them?" Littlemore asked. "Is Magicon one of those four?"

Trim shook his head. "Guessing by the hole is that Magicon is on the roof with the other ponies desperately trying to stop them."

"He's on the roof!?" Fresh practically roared.

"Everypony, into the first guest bedroom," Littlemore ordered, quickly rushing to prevent anypony from hearing them, and they all dashed into the bedroom just to the right of Magicon's.

Closing and locking the door, Littlemore made sure they wouldn't be found and went to the window to join the others already gazing out. Though they could barely see through the rain they managed to see Magicon's cape flying in the wind, desperately trying to maintain a steady balance and fight back what appeared to be a number of ponies against him.

"Oh, Magicon!" Fresh cried, tears welling up in her eyes.

"He'll beat him, I'm sure of it," Garden stated, though not confidently. It felt more like a hope than an actual fact.

They continued watching, their faces glued to the glass as the fight unfolded. But Magicon was moving backwards and further away from their window as was the rest of the ponies that were on the roof battling him. They were losing sight of them and could no longer see their master.

"I can't see him," Trim stated.

"Can we go into his room?" Garden asked.

"No. Whichever way the fight goes those ponies will be coming back through the hole in the wall and I don't want us to be there to find out what happens. We're going back to the kitchen, now!" Littlemore ordered.

"But, Littlemore-" Trim protested.

"Now!" he went to the door, unlocked it, and forced them all out and down the hallway from where they came. The four were in the kitchen in less than a minute and waited there unknowing of the future and Magicon's fate.

Time was lost as they sat there, anxious of what was occurring above and outside them. They feared the worst and hoped for the best. They remained quiet until their ears perked up at the sound of treading hooves upstairs that slowly descended the staircase. There were multiple hooves, giving a clear indication that it was the mob and not Magicon. The fear then set in and they all gritted their teeth and looked at each other nervously and worriedly. When the hooves finally faded towards the left of the staircase Fresh and Littlemore exchanged glances as they realized the ponies weren't leaving.

"So, they're in the parlor?" Fresh asked.

"Yes,"

"Random observation, but does anypony else hear the storm?" Garden asked.

It took them a moment to register the observation and listen, but it occurred to them that Garden was right. They only heard distant and dull booms of thunder, no lightning, or the sound of a monsoon.

"You're right, Garden," Trim complimented. "The storm is over."

"Well, that's a relief," sighed Fresh. "What should we do now?"

"I…don't know," Littlemore admitted. He honestly had no idea what to do and he wasn't just going to sit down in the kitchen any longer and neither were they. They were all tired, but unwilling to go to bed, without the fate of their master known.

"Should we see those ponies? They'll know," Trim suggested.

"They might attack us though," Littlemore replied.

"Which is why I have an idea," Fresh stated. "We'll all go there together, but I will lead you. We'll pretend that Magicon held us as captives and be so thankful they came. If they didn't like him, they'll be very happy to rescue four ponies from his hooves. Just be ready to follow my lead."

"They'll believe that?" Garden asked.

"You clearly don't know Fresh Mint's acting skills," Littlemore smirked. "Fresh, do you have enough energy for it?"

"It's not much to begin with. I'll be fine," she replied.

He put his hoof to his chin and thought for a moment before smiling and nodding. The four rose to their hooves with Fresh leading the way and they crept into the entrance hall being as quiet as possible. When they reached the entrance of the parlor they stopped next to a wall and Fresh took a deep breath before beginning.

"Oh, is anypony there?" she called in a dramatic fashion. "Can somepony help us?"

Littlemore smiled while Gardena and Trim exchanged confused looks at seeing the maid be such an actress.

She continued her wails and slowly moved towards the parlor just in time to see two ponies hurrying towards her.

She made a small yelp before one of them stated, "It's alright, Miss. You're safe. We're the good guys."

"Yes…umm…wait, how can I trust you?"

"We actually could ask the same of you."

"I…was a prisoner here. Me and these three other ponies were slaves to Magicon. It was completely dreadful."

"Oh you poor, poor, ponies. Come here, I'll take care of you. I specialize in healing and medicine. You'll be safe."

"Well, ok...just hang on a minute," Fresh hesitated. "Guys, it's ok. These ponies look safe to me and they'll look safe to you."

Littlemore, Garden, and Trim cautiously followed her and saw the two ponies examine them. One was a pegasus with a cream-colored coat and light pink hair while the other was a unicorn with a pristine white coat with a delicate purple mane, though it looked like it had seen better days.

"Come in, all of you," the white unicorn welcomed. "You all must be scared to death. We won't hurt you, I promise."

"Thank you. That's very kind of you," Fresh stated as they entered the room and came face-to-face with the rest of the unwelcome ponies. A fire had been lit and they were all sprawled around the room, drying off. An orange colored earth pony tended to a cyan blue pegasus with a very distinguished rainbow mane. A white stallion lay beside pink alicorn, no doubt Shining Armor and Princess Cadance. A very pink earth pony slept on one of the couches while a purple unicorn watched them carefully.

They each introduced themselves, including the pink one who was woken by the group, to the four servants and Fresh introduced themselves as four ponies, forced into servitude and slavery by Magicon. The group looked at Flow with seriousness, not surprised by Magicon's tactics. But Littlemore, Garden, and Trim all attempted to hide their expressions of shock at Fresh's outright lie.

She managed to comfort them out of the corner of her eye and they settled down a little bit to talk with the other ponies that were all seated by the fire and looking at the servants.

"How long have you been here?" Twilight asked.

"A long time," Fresh answered.

"Is there anything we can do to help?" Rarity asked.

"No, you've all done your duty and we thank you for what you've done."

"It must've been terrible to live under Magicon with your very lives at stake," Cadance stated, attempting to sympathize with them.

"Yes, yes, terrible…"

"Something the matter?" Shining asked.

"Yes…we may be in the wrong position to ask…but…umm…where is Magicon?"

"He's dead," answered Rainbow.

"Dead?" she looked back at the four of them, trying to hide her shock and sadness.

"Yup, dead. He fell off the roof," Shining stated coldly.

"Oh…well…at least it was quick," Fresh stammered.

"You're not alright," Pinkie observed. "Something is the matter."

"No…I'll be fine."

"She's just…overwhelmed to see Magicon finally meet his demise so we can be free," Littlemore stated rushing to his wife's defense.

"Yes…yes, that's it!"

"I think we're all emotional from what happened to that unicorn," Rarity stated. "Why don't we all get some rest? We'll all feel better in the morning."

"Ah don't feel comfortable sleepin' in Magicon's mansion," Applejack stated.

"He's dead, Applejack. It's not like he's going to come back and kill us in our sleep," Rainbow stated trying to ease her partner.

"You're not helpin'."

"What if you all stay in the servants' quarters?" Fresh suggested. "They are plain and Magicon never went down there. You'll be safe there."

"That's very kind of you," Cadance complemented.

"Indeed, would we be a burden?" Rarity asked.

"Not at all," Fresh stated. "Magicon never had company so it'll be so nice to serve other good ponies like yourselves."

They all smiled at her and the servants and agreed to spend the night in the servants' quarters, safe from any remaining dangers of Magicon. The servants led them to their chambers. Shining and Cadance stayed in one room, Rainbow and Applejack in another, Pinkie and Fluttershy another still, while Twilight and Rarity made themselves comfortable in a final room. When they were all settled, the servants returned to the parlor to clean up and talk about the events.

Littlemore poured whisky for all of them and they sat silently in front of the dying fire for some time before Trim broke the silence.

"What now?"

Littlemore was slow in his response. "I guess…we make them feel comfortable. They'll leave tomorrow, most likely, and then we'll have the mansion to ourselves."

"I can't believe he's really gone," Fresh stated as if she were in a trance.

Everypony fell silent, only the crackles from the fireplace were heard in the room. They avoided eye contact, choosing to stare at the floor, the chairs, their drinks, and anything else they could find except each other. They knew it would only be a matter of time before the real realization set in.

In some ways it did. They knew Magicon's fate, but they hadn't seen it for themselves. They had seen him struggling on the roof, fighting for his life, but lost sight of him. They realized that they never truly had sight of him based on his admissions from earlier. He had done so much and cloaked it. Yet the cloak came off and his actions became known to them and to the other ponies now hopefully resting.

No tears were shed, not even Fresh could honestly shed a tear for Magicon. It wasn't due to lack of sadness or compassion, but rather due to the cold reality that they all faced and survived that day. The question that fell before them was no longer about Magicon; it was about what to do now.

Littlemore grunted and drank a few gulps of his drink before he slowly began, "So, this is it." He paused as the three gazed upon him as he rose and stood in front of the fireplace. "Our master, Magicon, is truly gone. Such a sad and tragic fate for anypony. Now, what are we to do? Carry on his legacy? Does it need to be carried on? Does he have a legacy worth carrying on?"

"Littlemore, please," Fresh sighed. "It's bad enough to have him go so suddenly; even worse that we learned so much about him so close to his final demise."

"I suppose when he admitted it to us, he felt that his time was coming," Garden stated.

"Felt? He knew his time was coming. Magicon was too smart to be so foolish to think he could win against those ponies. As much as it hurts me to admit it, he realized that his fate was already sealed. So he made his final preparations before leaving Equestria for good," Trim summarized.

Everypony took a collective breath after Trim's statement. Littlemore agreed with him and said, "You're right, Trim, but…I don't even know what to say."

"We don't have to say anything," Fresh stated. "We've all been quiet and reflective and that's all we can be."

"Nothing more can be done," Garden stated. "We just need to move on, as painful as it might be."

They all nodded and Littlemore raised his glass and said, "To Magicon: May he be remembered for the pony he truly was."

They all raised their glasses in agreement and finished the contents of their drinks before setting them aside, putting out the fire, and heading to their own respective chambers. Though they knew they wouldn't sleep much, they knew there was no point in staying awake. They needed their alone time to reflect and remember Magicon. They needed to move on.

* * *

The morning was quiet as they awoke and their conversations were small as they gathered around for breakfast. They all received little, if any, sleep from the night. Even the servants didn't sleep as they prepared breakfast for the guests. There were still lingering questions that had to be answered but nopony wanted to talk about it. The events that had transpired the previous day had left a mark on all of them and they were coming to terms with it. No tears were shed, no words of sorrow uttered, no memories were shared over the death of Magicon.

After breakfast they all ventured outside to inspect the mansion and find the body. The grounds were covered with twigs, limbs, branches, and trunks from fallen trees. The walls had sticks poking outside of them and dead leaves were scattered everywhere. Garden sighed as he realized it was going to be a long clean-up process for him.

It didn't take too long to find the body, right where it had fallen from the roof. The cape had remained on the body and landed directly on top of it, sparing them the grotesque scene of seeing the bloodied and broken corpse. Dried blood lay around the cape, evident that the fall had been catastrophic to the unicorn.

Fluttershy and Fresh shivered at seeing the bloodied-corpse and turned toward other ponies for support. Shining and Littlemore simply looked down at the dead unicorn with calm eyes.

"It's finally over," Shining uttered.

"So it is," Littlemore replied.

"What do we do now?" Cadance asked.

"Well there has to be a funeral," Twilight stated. "Nopony can know what Magicon truly was and what he did. But for that reason he must still be treated like the Prince of Equestria, even in death."

"Twilight's right," Rarity agreed. "We may not like it but, unless we want to send everypony in Equestria into a state of shock by revealing the truth, we must give Magicon a formal funeral."

"I agree," Fluttershy added. "He leaves Equestria with honor."

"I don't like the idea, but I'll go along with it," Rainbow stated while Applejack nodded.

"Very well," relented Shining. "He will have a proper funeral but you must all take a vow to never tell anypony about what happened here or what happened to you in Canterlot. Nopony can ever know the truth about him."

They all nodded in agreement. "It's for the best," Cadance added.

"Who will rule Equestria now?" Pinkie asked.

"We'll figure that out after the funeral. Let's just get through it first," Shining answered.

"What do we say about his death?" Applejack asked.

"That he died of a heart attack in his sleep here," Fluttershy answered. "It's the most believable since it can happen to anypony."

They nodded and Rainbow asked, "Anything else?"

They looked around and pondered and after a minute Cadance stated, "I think that's it."

"Right, the stallions and I will wrap the body and put in a carriage. You mares just get ready to leave," Shining stated.

"We have a carriage for you all. I'll get it," Trim stated and proceeded to the stables to fetch it.

"I'll grab a sheet to wrap Magicon in," Garden stated and hurried off the gatehouse to get what he needed.

They returned shortly and they proceeded through the work quickly. The colts simply laid the sheet in front of the corpse and slowly rolled it onto the sheet before wrapping it. Trim had brought a second carriage to put the body inside and they carefully lifted it inside.

Cadance and Rainbow Dash hitched themselves to the passenger carriage while Fluttershy and Trim bounded themselves to the other carriage. The girls climbed in leaving Shining standing outside with the three servants.

"When will you leave?" he asked.

"Soon," Fresh stated. "We just want to clean everything up, erase his impact here, you know…"

"I see," Shining pondered. "Just don't take too long. This mansion isn't safe for anypony."

"Believe me, we know," Littlemore stated.

"Well, then, there's no point in staying any longer. Good-bye to you all and I'm so sorry for your sufferings. We all are."

"That's very kind of you and thank you," Fresh smiled.

They shook hooves before Shining entered the carriage and they took off. The three servants watched as the carriages flew into the sky and back towards Canterlot. They saw Trim leave and hoped for his speedy return. They then turned back inside and headed towards the parlor.

Once inside tears were finally shed as Fresh ran to the couch and plowed her face into a pillow, sobbing. Littlemore and Garden looked at her and each other with sad eyes. Even Garden could not help but sniffle at the final departure of Magicon. Littlemore sat down beside his wife and began silently stroking her mane.

"So, it's really…over?" Garden asked.

"It's really over," Littlemore replied.

"He's really gone?"

"He's really gone. He's not returning."

"Will we go?"

"Go where?"

"To the funeral."

"Yes."

"And afterwards?"

"I…I don't know. Let's not worry about it now."

They fell silent after that, listening to Fresh's muffled sobs. Neither one said any words to comfort her; there weren't any to be said. Fresh was like a mother to Magicon and for a mother to lose their son is one of the worst tragedies that can befall on a pony.

Yet Littlemore did whisper some words of confidence towards her. "I'm staying by your side, whatever you do. We'll always have each other."


	51. Epilogue

**Disclaimer: My Little Pony: Friendship is Magic and all associated characters, settings and stories are the rightful subjects of Hasbro, the HUB, Studio B, and Lauren Faust. **

**Epilogue**

It was some time before they began venturing into his private chambers. The summer was just beginning when they received word about the changes in Canterlot. Twilight Sparkle would become the next princess and rule Equestria while Shining Armor returned to his duties as Captain of the Royal Guard. The others returned to their previous jobs in Ponyville, only to be advisors to Twilight when she needed their assistance. Though everything was somewhat back to normal, it was going to be as normal as it possible could get. Realizing that, the four of them finally agreed to enter Magicon's magical domains.

Trim and Garden ventured into the basement while Littlemore and Fresh rose to the tower. They weren't exactly sure what they would find or what they were even going to do with his things: donate them, sell them, store them? Impossible to know as the husband and wife slowly climbed the stairs they took deep breaths and prepared themselves for whatever awaited them in that room.

Unlocking and opening the door they saw that the room was untouched since that night and slowly began searching through the items to see what the unicorn possessed and what could be saved or sold. Fresh proceeded to the armoire while Littlemore examined the desk. As he looked over the papers and books scattered on the desk he noticed that the drawer was slightly ajar. Cautiously opening it he saw a scroll and as he touched it, floated out of the drawer onto the desk and opened itself for Littlemore to read, as if it would only respond to him.

"Fresh come here," he called.

"What-oh," she noticed the letter and held onto his hooves. "I suppose this is what Trim meant by 'final preparations'."

"We'll read it together," he whispered and she nodded. They read it slowly as tears streamed down their faces.

_My Dear Littlemore,_

_ I do not know where I will be when you read this but you must understand that I write this out of pure compassion for you, Fresh Mint, Garden Hedge, and Trim Tram. You may share this with them as you wish but I ask that you keep this information and this letter private and keep it here in the mansion. As I write these words, I know that my final moments are approaching from Twilight Sparkle and most likely a dozen other ponies bent on ending me and my reign. I do not know what the outcome will be but I must implore you that should the outcome be disastrous to me I want you and the other servants to tend to the estate like it is your home. You will find my will in the bottom drawer of my desk in my bedroom. I ask that you do as instructed but are not required to. I want to write this letter to be my final private words to you._

_ Firstly, I am the murder of Princesses Celestia and Luna. You probably aren't surprised by this because I assume you speculated it. Well, in any case, that is the first truth. The second, I am a coltcuddler. Shining Armor and I spent one night together which was the best night of my life. It turned sour afterwards when we were discovered and I had to erase memories and later on, duel Shining Armor and throw him into jail. The third, though I know you know this I must admit it still, I am a follower of Red-Blood. I have followed his philosophy and murdered the two greatest alicorns in all of Equestria, both past and present. You may have liked them but I did not and was glad to be rid of them. The fourth, the reason my master took me under his wing was due to the fact that I had the dark mark on my soul. You know my mother died and my apartment in Manehattan burned due to an apparent accident. But that is not the case. The real truth is that I murdered my mother with a dark curse after getting into a heated argument with her. The fire was a side-effect of the spell. My master sensed my powerful magic and knew my potential and instructed me in the ways of Red-Blood, darkness, deception, and ultimately murder. The fifth, at the time of this writing, I can confirm that I am crazy. Literally, crazy. I should be confined to a mental asylum for my unstable mind. I am haunted by my past and have lost my mind from it. It is through a great struggle that I maintain my sanity long enough to write this to you. Unfortunately, I will probably be put out of my insanity soon enough which might explain why I am having prolonged moments of sanity to write to you. _

_ As my final moments near I beg you not to obstruct the ponies who are after me. You will want to help me and serve me in my last moments of life but I beg you not to. I don't want you, Fresh, Garden, or Trim to get hurt. You have been so loyal and dedicated to me and I wouldn't be able to live with myself if I saw you hurt by these ponies. What I ask you to do is carry out what is written in the will and preserve the mansion as if I still lived in it. I am allowing you access into my private basement. In the second closet on the left side in just past the entrance hall, the one that is always empty is the elevator that will lead you down to the basement. It requires magic to work properly and can only accommodate one pony. The stairs to the basement is below the center floor tile in the entrance hall. It is slightly discolored and has a small 'M' monogrammed onto it. Remove the tile and you will find the staircase to the basement. Be careful when you go down and do not be scared by what you find down there. I assure you nothing will harm you. _

_ Finally, I want to thank you, Fresh Mint, Garden Hedge, and Trim Tram for your loyalty, dedication, and pure compassion to me. You were the only ponies who brought out the good inside me and kept it alive. Without you, I am sure that I would not have been the compassionate and intelligent pony I am. You were more than family to me. Though I know I will not be joining you in the afterlife let the Supreme Being or god know that I had love in my heart and it was for you four. Thank you for that and may you all live long, happy, and prosperous lives. _

_Yours Forever,_

_Magicon  
_

.

* * *

**Author's Notes**

Well, there it is. After months of writing and exhausting creative energies, you have my story. I hope you enjoyed reading it as much as I have enjoyed writing it. But now the story comes to a close and now comes the method behind the madness and an analysis of the story, some of its elements, and what the future may hold.

Firstly, I want to thank all of you wonderful readers who took the time out of your lives to read the story. A bigger thank you to those who commented on the story. I know I never really responded to the comments and that's mostly because of my belief to keep author-reader interaction to a minimum until the story is finished. Now that the story is finished I am open to answering all questions and suggestions on how to improve the story. If you have any questions or suggestions, fill free to post them in the comment section or PM (especially if they are plot-related as I don't want future readers to have major spoilers in the comment section). If you thought it was a good story let me know, if not, let me know as well. I value feedback and constructive criticism.

Now as for the story itself it's time for some explanations. Let's start with our main character: Magicon. He was based on a character that I created for MLP Forums (an awesome Brony site, btw). I use him in Role-Play's and he's not as dark as the character you read in the story. But the Magicon in the story is very dark and quite evil. I didn't design him to be the pitiable villain and I hope he doesn't come off that way. Though you can show empathy towards him, he is not meant for you to sympathize with him (because he is such a dark character that we can't really relate to). But what we can relate to the fact that there is a little bit of darkness inside all of us and Magicon is the symbol of that. He is also the symbol of what happens if you let the darkness overcome you. I guess you could call that a message, I don't really know.

I never designed the story to have a message. I designed the story to focus and explore a dark character and how they became dark and how and why they remained that way. I never really based my story on any others in-particular, though I'm sure someone can find a similar story like this. But I do hope it was original or at least uncommon because I don't see many stories out there that focus on the villain so extensively.

As for our heroes, well they're not the focus of the story. The only reason they are veen in the story is to present a challenge to Magicon and show the depths of his darkness more clearly. It probably would've also been very boring and depressing to just see the dark character 24/7. Light characters were needed and so I included them, but only two are truly significant: Shining Armor and Twilight.

I know I was unorthodox with my relationship pairings between Shining and Magicon and I'm sure many of you found it odd if not gross. But you have to admit that it did make for a great story and real hatred between the two of them afterwards. Their dialogue and relationship practically wrote itself, it was just so good and dramatic. Cadance stemmed from that relationship drama but she also had her problems with Magicon. But in the end it is mostly the wedge that Magicon caused between her and Shining's marriage that became the crucial issue with her.

Twilight was obviously the most victimized by Magicon's actions. Practically everything she knew and loved was destroyed or damaged by Magicon. The one thing I regret with her is showing more of her mental trauma, especially in the latter half of the story. It would've been very interesting to see her breakdown further after the truth is revealed about her brother and beyond that. I wish I had done more with that.

Now as for the princesses please don't kill me. I am a huge Luna fan and I appreciate Celestia, but their fates were unavoidable in the story. Otherwise it wouldn't have made everything possible. Magicon wouldn't have been haunted by them nor would the girls have been brought to Canterlot and Twilight wouldn't have run away completely grief stricken and half-insane. It had to be done for the story so I'm sorry if you were mad or upset with it, but that was the way I wanted the story and that was the way it had to be.

As for the future, I don't have any sequels planned. Though I suppose I could write a good story about the effect Magicon had on all of them (especially Twilight, that'd be interesting), but as of right now I don't have the time nor the creative energy to write one. Plus, sequels are either really good or really bad and I don't really want to risk it being bad, so I may just keep this as a one timer and leave it at that. I also have an idea about a prologue-type story that would have Magicon in his younger years and his training at the mansion with his master (who we never really know, I don't even know) and the relationship he creates with the servants. But again, I am just not able to do it right now. Maybe sometime in the future, we'll see. I'll be sure to let you all know.

Overall, I am very pleased with how the story turned out and hope you all enjoyed it. If you did enjoy it please pass it on to your friends and whoever would be interested in reading it. I also want to thank you all for reading it. I know my writing is dry and boring at times (I am a minimalist writer), but I do hope it was good and enjoyable. On a side note, I never planned it to be nearly 50 chapters, but just shows once you're creative who knows where you'll end up. I am proud of the time and effort that I put into the story and what came out of it. Once again, thank you! :D


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